Rentomojo Limited IPO DHRP Analysis

IPO Analysis  |  NSE and BSE Main Board  |  100% Book Built Offer (Fresh Issue and Offer for Sale)  |  Regulation 6(2)

Based on Draft Red Herring Prospectus dated March 27, 2026  |  Furniture and Appliance Rental Subscription Platform  | Bengaluru, Karnataka

STATUS: DRHP FILED  |  Fresh Issue: up to Rs.1,500 Million  |  Offer for Sale: up to 28,399,567 Shares  |  Regulation 6(2) (QIB-Heavy Route)  |  NSE and BSE Main Board  |  Pre-SEBI Observation Stage  |  Largest Rental Subscription Platform in India  |  227,511 Live Subscribers

Rentomojo Limited (formerly Rentomojo Private Limited and, before that, Edunetwork Private Limited) is a Bengaluru, Karnataka-headquartered technology company operating a full-stack direct-to-consumer (D2C) online rental and subscription platform for furniture and appliances in India. The company was founded in 2012 by Geetansh Bamania, who remains the sole Promoter and serves as Chairperson, Managing Director and Chief Executive Officer. Its registered office is at Second Floor, B Block, BHIVE Workspace, AKR Tech Park, Hosur Road, Bengaluru 560068, Karnataka.

Its website is www.rentomojo.com. Its CIN is U72200KA2012PLC063551. Statutory Auditor is Deloitte Haskins & Sells LLP.According to the Redseer Report commissioned for this Offer, Rentomojo is the largest online rental and subscription platform for home furniture and appliances in India based on live subscribers (as of March 31, 2025 and September 30, 2025) and subscription revenue (Fiscal 2025) among leading platforms, commanding approximately 42% to 47% share of subscription revenue and 50% to 55% share of live subscribers in the organised home furniture and appliances rental market (excluding water purifiers).

As of September 30, 2025, the company had 227,511 live subscribers across 22 cities, a portfolio of 728,773 live items (furniture and appliances), 67 experience stores, and 21 warehouses spanning approximately 444,486 square feet, supported by 1,688 in-house and contractual technicians, carpenters, painters and other personnel.

Subscribers access essential home items, such as beds, mattresses, washing machines, refrigerators, wardrobes, sofas, televisions and water purifiers, through flexible monthly subscription plans rather than outright purchase, avoiding large upfront costs, maintenance hassles and relocation friction.

The company sources products from brands including Haier, Wakefit, Livpure and Duroflex, alongside its own private-label refrigerators and washing machines manufactured in partnership with Dixon Technologies (India) Limited, and branded water purifiers. Rentomojo describes its model as an integrated 'e-commerce, subscription and re-commerce' flywheel spanning category management, procurement, refurbishment, servicing, reverse logistics and multi-cycle redeployment of assets, with older item cohorts (from Fiscal 2017 and 2018) still generating revenue 8 to 9 years later at 56.88% and 61.86% utilisation respectively.

The company has been profitable for three consecutive fiscal years (FY2023 to FY2025), a distinguishing feature among Indian D2C and consumer-technology companies going public. CRISIL Ratings has assigned a 'CRISIL BBB+/Stable' rating to Rentomojo's long-term bank facilities. The company's financial year ends March 31.

Key Basics

This Offer is a 100% Book Built Offer combining a Fresh Issue of up to Rs.1,500 Million by the Company with an Offer for Sale of up to 28,399,567 Equity Shares by 17 Selling Shareholders. The DRHP is dated March 27, 2026 and is at the pre-SEBI observation stage. All [TBD] items including Price Band, bid dates and final share counts remain undetermined.

Document Type	Draft Red Herring Prospectus (DRHP) dated March 27, 2026. Pre-SEBI observation stage. All [TBD] items to be finalised at RHP stage.
Issue Structure	100% Book Built Offer comprising a Fresh Issue of up to Rs.1,500 Million (share count undetermined) and an Offer for Sale of up to 28,399,567 Equity Shares by 17 Selling Shareholders. Face value Rs.1 per share.
Eligibility Route	Regulation 6(2) of SEBI ICDR Regulations, NOT the standard Regulation 6(1)(a) profitability route. The company did not meet the 6(1)(a) test because monetary assets exceeded 50% of net tangible assets in at least one of the preceding three years. Consequence: at least 75% of the Net Offer must go to QIBs, capping Non-Institutional Investors at 15% and Retail Individual Investors at 10%, versus the standard 50%/15%/35% split.
Selling Shareholders	17 parties: Promoter Geetansh Bamania (2,007,181 shares, WACA Negligible); 12 institutional Selling Shareholders including Accel India IV (Mauritius) Limited (7,846,951 shares, WACA Rs.46.79), Edelweiss Discovery Fund (3,203,104, Rs.74.91), ValueQuest S.C.A.L.E. Fund (2,713,418, Rs.75.36), Madison India Opportunities V VCC (2,398,550, Rs.55.99), Chiratae Growth Fund-I and Chiratae Trust, IDG Ventures India Fund III, GMO Payment Gateway Inc and GMO GFF Limited Partnership; and 5 individuals including Renaud Laplanche (755,405 shares).
Face Value	Rs.1 per Equity Share.
Possible Pre-IPO Placement	Up to Rs.300.00 Million (20% of Fresh Issue size) may be raised prior to RHP filing at the Board's discretion; if completed, this amount reduces the Fresh Issue size.
Promoter	Geetansh Bamania, Chairperson, Managing Director and Chief Executive Officer, founder since 2012.
Capital Structure	34,516,640 shares outstanding pre-CCPS conversion; 100,400,343 shares post-conversion of 65,013 outstanding CCPS (converting to up to 65,883,703 shares prior to RHP filing).
Listing Exchanges	NSE and BSE. Designated Stock Exchange: [TBD]. In-principle approvals pending.
BRLMs	Motilal Oswal Investment Advisors Limited; Axis Capital Limited; IIFL Capital Services Limited (formerly IIFL Securities Limited).
Registrar	KFin Technologies Limited. Contact: M. Murali Krishna.
Bid/Issue Dates	All dates (including Price Band) to be announced after SEBI observations and RHP filing.
Listed Peers	None. The DRHP explicitly states there are no listed companies in India or globally with a comparable business model and scale of operations for benchmarking purposes.

The single most distinctive structural feature of this Offer, relative to others in this series, is the eligibility route: Rentomojo qualifies under Regulation 6(2) rather than the standard profitability-based Regulation 6(1)(a), because monetary assets (cash, investments and similar) exceeded 50% of net tangible assets in at least one of the preceding three years, a common feature of well-funded, VC-backed companies rather than a profitability failure.

The practical consequence for prospective retail investors is a much smaller allocation: at least 75% of the Net Offer is reserved for Qualified Institutional Buyers, with Non-Institutional Investors capped at 15% and Retail Individual Investors capped at just 10%, versus the 50%/15%/35% structure used in the standard route seen in most other main board IPOs.

The Offer for Sale is also unusually broad, spanning 17 Selling Shareholders (the Promoter, 12 institutional investors, and 5 individuals) with Weighted Average Costs of Acquisition for institutional investors ranging from Rs.46.79 to Rs.96.18 per share, reflecting entry at different funding rounds over the company's history; this is a venture-backed company at the exit stage of its investor base, not a promoter-family business monetising a stake.

How Will the IPO Money Be Used?

This is a combined Fresh Issue and Offer for Sale; only the Fresh Issue component (up to Rs.1,500 Million) accrues to the Company. The Offer for Sale proceeds go entirely to the 17 Selling Shareholders, and the Company receives no benefit from that portion.

Object	Amount (Rs. Mn)	Details
Repayment/Prepayment of Borrowings	700.00	Repayment or prepayment of certain outstanding borrowings and accrued interest, representing 38.98% of total outstanding borrowings of Rs.1,795.86 Million (consolidated) as of January 31, 2026.
Lease Rental/License Fee Payment	425.00	Payment of lease rental and license fees for the company's warehouses and experience stores, scheduled across Fiscal 2027 (Rs.168.10 Mn), Fiscal 2028 (Rs.177.60 Mn) and Fiscal 2029 (Rs.79.30 Mn). An unusual Object: most DRHPs fund capex or working capital, not forward lease obligations directly.
General Corporate Purposes	[TBD]	Capped at 25% of Gross Proceeds. Exact amount to be finalised upon determination of the Offer Price.
TOTAL FRESH ISSUE	1,500.00	Identified specific objects total Rs.1,125.00 Million (debt repayment and lease payments). The balance, net of any Pre-IPO Placement, is available for General Corporate Purposes. None of the Objects have been appraised by a bank or financial institution.

Both identified Objects are balance-sheet and obligation-focused rather than growth capex. The Rs.700.00 Million debt repayment covers just under 40% of total outstanding borrowings as of January 31, 2026, and management explicitly frames this as a step toward a more favourable debt-to-equity ratio to support cheaper future borrowing, consistent with a company that has already used debt actively to fund its capital-intensive rental asset base (borrowings raised were Rs.840.79 Million, Rs.1,070.00 Million, Rs.1,169.97 Million and Rs.749.87 Million in FY2023, FY2024, FY2025 and H1 FY2026 respectively).

The Rs.425.00 Million lease and licence fee payment for warehouses and experience stores is a genuinely unusual Object for this report series: it funds pre-committed occupancy costs for existing physical infrastructure rather than new capacity, and is scheduled to be spent gradually across Fiscal 2027 to Fiscal 2029 rather than upfront. As with most DRHP-stage filings, General Corporate Purposes is capped only as a percentage (25% of Gross Proceeds) rather than an absolute number.

Financial Performance

Note: All figures in Rs. Million unless stated; Rs. Crore equivalents provided for Revenue and PAT. Financial periods: six months ended September 30, 2025 (H1 FY2026, stub, not annualised); Fiscal 2025, Fiscal 2024 and Fiscal 2023 (years ended March 31). Restated Consolidated Financial Information audited by Deloitte Haskins & Sells LLP.

*Important: H1 FY2026 PAT, PAT Margin, Basic EPS and RoNW/RoCE figures are materially boosted by a one-time, non-cash deferred tax asset recognition of Rs.328.43 million; Profit Before Tax (Rs.285.32 million) is the more comparable measure of underlying operating profitability for that period, since PAT exceeded PBT only in H1 FY2026 due to this one-time item, while PAT equalled PBT in all three prior fiscal years (nil current tax and nil net deferred tax in FY2023 to FY2025).

Revenue, EBITDA, and Profitability

Metric	H1 FY26 (Rs. Mn)	FY2025 (Rs. Mn)	FY2024 (Rs. Mn)	FY2023 (Rs. Mn)
Revenue from Operations	1,766.09	2,659.59	1,927.01	1,201.02
Revenue (Rs. Crore)	Rs.176.6 Cr	Rs.266.0 Cr	Rs.192.7 Cr	Rs.120.1 Cr
Revenue Growth % YoY	N/A (H1 stub)	+38.02%	+60.45%	N/A
Revenue CAGR (FY2023 to FY2025)	48.81%
EBITDA	733.45	1,184.39	781.52	529.30
EBITDA Margin %	41.02%	43.55%	39.92%	42.73%
EBITDA CAGR (FY2023 to FY2025)	49.59%
Profit Before Tax	285.32	431.06	224.12	44.10
Tax Expense / (Credit)	(328.43) one-time DTA credit	0.00	0.00	0.00
Profit After Tax (PAT)	613.75*	431.06	224.12	44.10
PAT (Rs. Crore)	Rs.61.4 Cr*	Rs.43.1 Cr	Rs.22.4 Cr	Rs.4.4 Cr
PAT Margin %	34.33%*	15.85%	11.45%	3.56%
Basic EPS (Rs.)	6.13*	4.31	2.52	0.50
Diluted EPS (Rs.)	5.95*	4.18	2.45	0.49
Return on Net Worth / RoE %	28.61*	26.67%	27.70%	37.86%
Adjusted RoCE %	12.33*	25.14%	31.47%	39.21%
Cash Profit	605.87	919.16	525.42	375.83
Occupancy Rate %	83.91%	82.82%	86.43%	91.07%
Live Subscribers	227,511	194,262	149,498	117,462
Unrecognised Contracted Revenue	2,294.31	1,422.95	682.94	486.75
Average Subscription Period (months)	N/A	18.82	18.41	17.64
NAV per Share (Rs.)	23.79	17.81

Rentomojo's revenue grew from Rs.1,201.02 million (FY2023) to Rs.2,659.59 million (FY2025), a 48.81% CAGR, with EBITDA growing even faster at a 49.59% CAGR (Rs.529.30 million to Rs.1,184.39 million) and EBITDA Margin holding in a strong and stable 39.92% to 43.55% band throughout. This high EBITDA margin is structural to the rental business model: unlike a retailer, the cost of the underlying assets is capitalised and depreciated over time rather than expensed as cost of goods sold, so EBITDA margin is not directly comparable to a conventional retail or manufacturing business.

PAT grew even faster in percentage terms, from Rs.44.10 million (FY2023) to Rs.431.06 million (FY2025), a 212.65% CAGR, though this reflects a low starting base as much as accelerating profitability; PAT Margin nonetheless expanded meaningfully, from 3.56% to 15.85% over the same period. As flagged above, the H1 FY2026 PAT of Rs.613.75 million is not comparable on a like-for-like basis to prior periods because of the one-time deferred tax asset recognition; excluding that item, underlying Profit Before Tax of Rs.285.32 million for the six-month stub annualises to a broadly similar run-rate to FY2025's full-year PBT of Rs.431.06 million.

A more cautionary trend sits beneath the headline growth: both Adjusted RoCE and RoE/RoNW have been declining, not improving, even as absolute profit grows. Adjusted RoCE fell from 39.21% (FY2023) to 31.47% (FY2024) to 25.14% (FY2025) to 12.33% (H1 FY2026, not annualised), and RoE fell from 37.86% (FY2023) to 26.67% (FY2025). This mirrors the decline in Occupancy Rate, from 91.07% (FY2023) to 82.82% (FY2025), which the company itself identifies as a risk factor, since occupancy underpins realisation per asset and overall unit economics.

Encouragingly, forward revenue visibility continues to build: Unrecognised Contracted Revenue, the portion of already-signed subscription contracts not yet recognised as revenue, grew from Rs.486.75 million (FY2023) to Rs.2,294.31 million (September 2025), a genuine structural strength for a subscription business, alongside a lengthening average subscription period (17.64 to 18.82 months) and a faster average delivery turnaround time (4.06 to 2.54 days).

Balance Sheet and Cash Flow

Item	Sep 2025 (Rs. Mn)	FY2025 (Rs. Mn)	FY2024 (Rs. Mn)	FY2023 (Rs. Mn)
Net Worth	2,454.20	1,836.10	1,396.05	222.18
Total Assets	5,503.76	4,498.65	3,661.95	1,789.55
Total Borrowings (excl. lease liabilities)	1,787.38	1,545.82	1,472.21	922.23
Cash and Cash Equivalents	171.16	125.21	432.01	205.79
Trade Receivables	386.84	307.69	221.23	153.40
Trade Receivables as % of Revenue	21.90%*	11.57%	11.48%	12.77%
Net Cash from Operating Activities	804.74	1,155.45	915.72	539.63
Net Cash from Investing Activities	(789.74)	(1,113.06)	(1,841.09)	(755.34)
Net Cash from Financing Activities	30.85	(346.84)	1,130.96	401.55

Net Worth grew more than tenfold from Rs.222.18 million (FY2023) to Rs.2,454.20 million (September 2025), reflecting both retained profits and a funding round in FY2024 (proceeds from issue of equity/preference shares of Rs.984.70 million that year). Total borrowings (excluding lease liabilities) grew steadily from Rs.922.23 million (FY2023) to Rs.1,787.38 million (September 2025), consistent with a capital-intensive rental asset base funded partly by debt; the company holds a CRISIL BBB+/Stable rating on its long-term bank facilities.

Trade receivables as a percentage of revenue jumped to 21.90% in the H1 FY2026 stub period (not annualised) from a stable 11.48% to 12.77% range in FY2023 to FY2025, worth watching given the DRHP's own risk factor on subscriber payment delays and defaults under the monthly-rental collection model. On the positive side, operating cash flow has been consistently strong and positive across every period shown, from Rs.539.63 million (FY2023) to Rs.1,155.45 million (FY2025), a genuinely rare and reassuring trait for a high-growth consumer subscription business, and one that supports the company's ability to keep self-funding a portion of its capital-intensive asset base alongside external borrowing.

How Does It Compare to Peers?

Unlike every other report in this series, this section cannot present a conventional peer comparison table. The DRHP states explicitly: “there are no listed companies in India or globally whose business model is comparable with that of our Company's business and comparable to our Company's scale of operations.” No Industry Peer Group P/E ratio, EV/EBITDA ratio, or accounting ratio comparison has been disclosed, and none is required under SEBI ICDR Regulations where no such comparable exists.

This absence of a benchmark is itself worth noting for prospective investors: valuing Rentomojo will rely more heavily on the company's own historical trends, the qualitative and quantitative factors disclosed in the DRHP's Basis for Offer Price section, and each investor's own view of appropriate multiples for a profitable, high-growth subscription business, rather than a direct read-across from a comparable listed company.

What the DRHP does disclose is the company's position within its own addressable market: Rentomojo holds an estimated 42% to 47% share of subscription revenue and 50% to 55% share of live subscribers in the organised home furniture and appliances rental market (excluding water purifiers) in India, as of Fiscal 2025 and September 30, 2025 respectively, according to the Redseer Report commissioned for this Offer.

This implies a reasonably concentrated competitive set with at least one or more sizeable rivals sharing the remaining market, though the DRHP does not name specific competitors by revenue or subscriber count. The overall total addressable market for home furniture and appliance rental in India is estimated at approximately Rs.695.2 billion in CY2025, growing at an approximately 11% CAGR to approximately Rs.1,172.1 billion by CY2030, providing meaningful runway for continued growth by the market leader if that position is maintained.

Key Risks

l  H1 FY2026 headline PAT (Rs.613.75 million) is materially inflated by a one-time, non-cash deferred tax asset recognition of Rs.328.43 million; underlying Profit Before Tax for the period was only Rs.285.32 million. Investors comparing period-over-period profitability should use PBT, not PAT, for H1 FY2026, since this one-time item does not recur in the same way in prior fiscal years.

l  Occupancy Rate, the percentage of the company's rentable items actually on rent, has declined from 91.07% (FY2023) to 82.82% (FY2025) to 83.91% (H1 FY2026), a trend the company itself flags as a risk to unit economics, return on capital employed and operating cash flow. Adjusted RoCE has fallen in parallel, from 39.21% (FY2023) to 25.14% (FY2025) to 12.33% (H1 FY2026, not annualised).

l  This Offer uses the non-standard Regulation 6(2) eligibility route because monetary assets exceeded 50% of net tangible assets in at least one of the preceding three years, rather than the standard profitability-based Regulation 6(1)(a) route. As a direct consequence, at least 75% of the Net Offer is reserved for Qualified Institutional Buyers, with Non-Institutional Investors capped at 15% and Retail Individual Investors capped at just 10%, a materially smaller retail allocation than the standard 35% Retail Portion under Regulation 6(1).

l  No listed peer companies exist anywhere, in India or globally, at a comparable business model and scale, per the DRHP's own disclosure. This removes a standard valuation anchor (peer P/E, EV/EBITDA or accounting ratio benchmarks) that investors in every other IPO in this series have had available.

l  Revenue is concentrated in Tier-1 and metropolitan markets: the top 10 cities accounted for 90.35% of revenue in H1 FY2026 and 94.45% in FY2025, with Bengaluru, Mumbai and New Delhi specifically named as key markets; any demand slowdown, regulatory change or heightened competition in these specific cities would disproportionately affect results.

l  Trade receivables as a percentage of revenue rose sharply to 21.90% in the H1 FY2026 stub period (not annualised) from a stable 11.48% to 12.77% range across FY2023 to FY2025, alongside an explicitly disclosed risk of subscriber payment delays and defaults inherent in a monthly-rental collection model.

l  This Offer for Sale involves an unusually large group of 17 Selling Shareholders, including 12 institutional investors with Weighted Average Costs of Acquisition ranging from Rs.46.79 to Rs.96.18 per share, reflecting a venture-backed company at the exit stage of its funding lifecycle rather than a promoter-family business; the scale of institutional exit could be a signal worth weighing alongside the company's own growth narrative.

l  The business is manpower and logistics intensive, relying on 1,688 in-house and contractual technicians, carpenters and other personnel plus third-party transport and logistics partners for delivery, installation and reverse logistics; work stoppages, wage inflation, or service disruptions at these partners could directly affect service quality and costs.

l  The company leverages artificial intelligence and machine learning in critical operational areas and depends heavily on its technology platform and cybersecurity posture; platform failures or security breaches could disrupt operations and subscriber trust.

l  Statutory Auditors included an emphasis-of-matter note in the special purpose audit report for Fiscal 2023 (relating to the basis of preparation for restated financial information, a procedural rather than substantive concern) and other observations under the Companies (Auditor's Report) Order for Fiscal 2023 to Fiscal 2025; the company cannot assure similar notes will not recur in future audit reports.

l  A possible Pre-IPO Placement of up to Rs.300 million could reduce the Fresh Issue size and change the final Net Proceeds available for the disclosed Objects of the Offer.

l  The General Corporate Purposes allocation is capped only as a percentage (25% of Gross Proceeds) rather than disclosed as an absolute amount, leaving a portion of Fresh Issue proceeds subject to management discretion at the time of listing.

Positives to Note

l  Consistently profitable for three straight fiscal years (FY2023 to FY2025), with revenue, EBITDA and PAT CAGRs of 48.81%, 49.59% and 212.65% respectively between FY2023 and FY2025, a genuinely rare trait among Indian D2C and consumer-technology companies going public.

l  Clear, quantified market leadership: the largest online furniture and appliance rental platform in India by live subscribers and Fiscal 2025 subscription revenue, commanding an estimated 42% to 47% share of subscription revenue and 50% to 55% share of live subscribers in the organised market (excluding water purifiers), per the Redseer Report.

l  Strong and growing forward revenue visibility: Unrecognised Contracted Revenue, representing already-signed subscription commitments not yet recognised, grew from Rs.486.75 million (FY2023) to Rs.2,294.31 million (September 2025), a genuine structural strength for a subscription-based business model.

l  Improving operational execution and subscriber stickiness: average delivery turnaround time improved from 4.06 days (FY2023) to 2.54 days (H1 FY2026), and average subscription tenure lengthened from 17.64 to 18.82 months over the same window.

l  Consistently positive and growing operating cash flow across every period shown, from Rs.539.63 million (FY2023) to Rs.1,155.45 million (FY2025), an uncommon and reassuring trait for a high-growth, capital-intensive subscription business.

l  External validation of financial risk profile via a CRISIL BBB+/Stable rating on long-term bank facilities, and backing from a roster of marquee institutional investors, including Accel, Chiratae, IDG Ventures, Edelweiss and ValueQuest, across multiple growth stages.

l  Founder-led since inception in 2012 by Geetansh Bamania (IIT Madras, 14-plus years of relevant experience), who has been recognised externally including in the Forbes '30 Under 30 Asia' list and the Economic Times Startup Awards.

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