Skyways Air Services IPO (24-27 August) Analysis

IPO Analysis | BSE and NSE Main Board | 100% Book Built Offer (Fresh Issue and Offer for Sale) | Regulation 6(1)

Based on Red Herring Prospectus dated August 11, 2026 | Air and Ocean Freight Forwarding and Logistics | New Delhi

STATUS: LIVE RHP, ANCHOR BID AUGUST 21, BIDDING OPENS AUGUST 24 AND CLOSES AUGUST 26, 2026

Fresh Issue: up to 2,88,98,300 Equity Shares | Offer for Sale: up to 1,33,33,300 Equity Shares by 2 Promoters and 2 Other Selling Shareholders | Main Board Listing on BSE and NSE

India's No. 1 Air Freight Forwarder by Airway Shipments for 4 Consecutive Years (2022-2025, World ACD Data) | RoNW of 12.33% (FY26) Highest Among 4 Listed Logistics Peers | RoNW Has Declined Every Year Despite Growing Absolute Profit

IMPORTANT DISCLOSURE NOTE:

An FIR (No. 172/25, Economic Offence Wing, Delhi, filed December 12, 2025) names the Company, its Material Subsidiary Brace Port Logistics Limited (itself separately listed on NSE Emerge), and 7 other parties, alleging criminal breach of trust, cheating, fraud, bribery and use of fake documents in connection with freight business conducted with a UK-based complainant, PG Paper Company Limited, which alleges direct losses of at least Rs.4,420 Lakhs. The Company states it had no direct transactions with the complainant; the underlying dealings (aggregating Rs.5,947.68 Lakhs across FY21 to FY25) were conducted by 3 subsidiaries, including Brace Port Logistics (80% owned by the Company). The Company and its subsidiaries are seeking legal recourse and state no prosecution has yet been initiated. See Section 6 for full detail.

 Skyways Air Services Limited was incorporated as Skyways Air Services Private Limited on December 21, 1984, and converted to a public limited company on May 5, 2025. Its CIN is U74899DL1984PLC019666, with its registered and corporate office in Mahipalpur Extension, New Delhi. The Promoters are Yashpal Sharma and Tarun Sharma.

The Company is a freight forwarding and logistics services provider offering air cargo, ocean cargo and allied logistics services, with air cargo services contributing 77.02% of FY 2026 revenue.

Per World ACD Market Data, the Company has been ranked India's No. 1 Air Freight Forwarder in terms of Airway shipments generated for 4 consecutive calendar years (2022 through 2025), and has established relationships with 56 airlines.

The Company served 9,504 customers in Fiscal 2026 (up from 7,407 in Fiscal 2024), handled 83,923.81 tonnes of air cargo (up from 48,013.16 tonnes) and 28,275 TEUs of ocean cargo (up from 16,294 TEUs), across a network spanning 1,204 pin codes.

Revenue from operations grew from Rs.1,28,911.01 Lakhs in Fiscal 2024 to Rs.2,81,289.89 Lakhs in Fiscal 2026, more than doubling, while PAT grew from Rs.3,449.35 Lakhs to Rs.6,352.38 Lakhs over the same period.

Despite this strong absolute growth, PAT margin has remained thin and RoE has declined in every year of the disclosed track record (22.37% to 19.52% to 14.15%), consistent with the low-margin, high-volume economics typical of freight forwarding, discussed further in Section 4.

Ahead of this RHP, the Company completed a Pre-IPO Placement of 40,19,326 Equity Shares at Rs.120 per share (Rs.4,823.19 Lakhs), which reduced the Fresh Issue size accordingly.

Key Basics

Particulars	Details
Document Type	Red Herring Prospectus (RHP) dated August 11, 2026. This is a live offer: Anchor Investor Bid Friday, August 21, 2026, Bid or Offer opens Monday, August 24, 2026 and closes Wednesday, August 26, 2026.
Issue Structure	100% Book Built Offer comprising a Fresh Issue of up to 2,88,98,300 Equity Shares and an Offer for Sale of up to 1,33,33,300 Equity Shares by 4 Selling Shareholders, aggregating to up to 4,22,31,600 Equity Shares. Face value Rs.10 per share.
Face Value	Rs.10 per Equity Share.
Promoters and Selling Shareholders	Promoter Selling Shareholders Yashpal Sharma (up to 71,20,690 shares) and Tarun Sharma (up to 24,60,000 shares), plus Other Selling Shareholders Himanshu Chhabra (up to 18,66,000 shares) and Rohit Sehgal (up to 18,86,610 shares); all 4 Selling Shareholders hold a Weighted Average Cost of Acquisition of Nil.
Eligibility Route	Regulation 6(1) of the SEBI ICDR Regulations, 2018, the standard main board profitability-based eligibility route.
Listing Exchange	Main board listing on both BSE Limited and the National Stock Exchange of India (NSE); BSE is the Designated Stock Exchange.
BRLMs	A 3-bank syndicate: Holani Consultants Private Limited, Shannon Advisors Private Limited and Dolat Finserv Private Limited.
Registrar	Bigshare Services Private Limited.
Bid or Offer Dates	Anchor Bid: Friday, August 21, 2026. Opens: Monday, August 24, 2026. Closes: Wednesday, August 26, 2026.
Listed Peers, One Line	4 listed logistics peers (Delhivery, TVS Supply Chain Solutions, Mahindra Logistics, Shadowfax Technologies), all larger by revenue; the Company's RoNW is the highest of the 5.

This is a large, long-established (incorporated 1984) freight forwarding company with a genuinely independently verified market leadership position. The most important feature to weigh alongside the Company's strong revenue and profit growth is the pending FIR involving the Company and a Material Subsidiary, detailed in Section 6, alongside all 4 Selling Shareholders exiting at a Nil cost basis.

How Will the IPO Money Be Used?

Object	Estimated Amount (Rs. Lakhs)	Substantiation
Repayment/prepayment of certain outstanding borrowings availed by the Company and Subsidiary Forin Container Line Private Limited	21,678.67	A specific rupee figure disclosed, scheduled for full deployment within FY 2026-27, covering both the Company's own debt and that of a named Subsidiary.
Funding incremental working capital requirements	13,000.00	A specific rupee figure disclosed, scheduled across FY 2026-27 (Rs.13,000.00 Lakhs) and a further amount in FY 2027-28 (Rs.8,000.00 Lakhs).
General corporate purposes	[TBD]	Capped at 25% of Gross Proceeds; the Rs.4,823.19 Lakhs already raised via the Pre-IPO Placement is earmarked specifically for this Object.

This Issue has no capital expenditure Object: the entire identified use of Net Proceeds is debt repayment (across both the Company and a named Subsidiary) and working capital, consistent with the Company's asset-light freight forwarding model, which depends on carrier and logistics partner capacity rather than owned aircraft or vessels.

The Pre-IPO Placement proceeds (Rs.4,823.19 Lakhs, currently held in Fixed Deposit Receipts) are specifically earmarked for general corporate purposes, giving that Object a partially pre-funded, lower-risk profile relative to a purely post-listing allocation.

As with all RHPs at this stage, the fund requirements have not been independently appraised, and the Gross Proceeds, Net Proceeds and General Corporate Purposes figures remain undetermined until the Offer Price is fixed.

Financial Performance

P&L and Key Metrics (Rs. Lakhs unless stated)

Particulars	FY 2026	FY 2025	FY 2024
Revenue from operations	2,81,289.89	2,24,782.49	1,28,911.01
Revenue growth (%)	25.14	74.37	(13.14)
EBITDA	12,564.86	8,648.86	4,834.42
EBITDA margin (%)	4.47	3.85	3.75
Profit after tax	6,352.38	4,813.97	3,449.35
PAT margin (%)	2.26	2.14	2.68
Return on equity (%)	14.15	19.52	22.37
Return on capital employed (%)	18.11	14.61	15.57
Return on net worth / RoNW (%)	12.33	15.85	20.26
Basic and Diluted EPS (Rs.)	3.56	3.71	2.99

Cash Flow and Working Capital Highlights

Particulars	FY 2026	FY 2025	FY 2024
Net Working Capital Days	N/A	23	16
Operating Cash Flows (Rs. Lakhs)	N/A	201.05	(904.17)
Current Ratio	1.20	N/A	N/A

Independently recomputed, revenue actually declined 13.14% in FY24 before rebounding sharply, up 74.37% in FY25 and a further 25.14% in FY26, reconciling with the RHP's own disclosure; the Company is now a genuinely large business, with FY26 revenue exceeding Rs.2,800 Crore.

PAT grew consistently in absolute terms across all 3 years (Rs.3,449.35 Lakhs to Rs.6,352.38 Lakhs), but PAT margin has remained structurally thin throughout (2.14% to 2.68%), a normal characteristic of the freight forwarding industry, which is volume-driven and typically operates on thin margins relative to gross freight value.

The more important trend to note is that RoE and RoNW have both declined in every one of the 3 disclosed years, RoNW specifically falling from 20.26% (FY24) to 15.85% (FY25) to 12.33% (FY26), even as absolute profit grew.

This reflects the Company's equity base growing faster than its profit (via retained earnings and the recent Pre-IPO Placement) rather than deteriorating operating performance, but it is nonetheless a genuine, disclosed downward trend across the full track record that investors should not overlook simply because absolute PAT looks strong.

Working capital days have also increased (16 to 23), and the Company's own Risk Factors disclose that working capital has historically been funded through borrowings to a very high degree (up to 100% of the working capital gap in FY25), underscoring the Company's dependence on continued access to working capital financing.

How Does It Compare to Peers?

Company	Revenue FY26 (Rs. Lakhs)	Diluted EPS (Rs.)	P/E (times)	RoNW (%)	NAV/Share (Rs.)
Skyways Air Services Limited	2,81,289.89	3.56	N/A (Price TBD)	12.33	28.91
Delhivery Ltd	10,50,830.70	2.00	260	1.58	129.40
TVS Supply Chain Solutions Ltd	11,00,297.00	2.59	54	5.62	46.09
Mahindra Logistics Limited	6,99,930.00	0.25	1,548	0.19	130.57
Shadowfax Technologies Limited	4,20,244.00	2.18	104	6.40	34.04

The RHP discloses 4 listed logistics peers, all substantially larger than Skyways by revenue (ranging from roughly 1.5 times to 3.9 times larger). On RoNW, Skyways' 12.33% is the highest among all 5 companies in the set, well ahead of the next best, Shadowfax Technologies (6.40%), and dramatically ahead of Delhivery (1.58%) and Mahindra Logistics (0.19%), both of which post very thin returns on equity despite their much larger scale.

This is a genuinely favourable comparison for the Company on capital efficiency grounds, though the declining RoNW trend discussed in Section 4 is worth watching relative to whether this leadership position is sustained going forward, and the wide P/E range among peers (54 to 1,548 times) suggests the market applies very different growth and quality premiums across this peer set.

Key Risks

l An FIR (No. 172/25, Economic Offence Wing, Delhi, filed December 12, 2025) names the Company, its Material Subsidiary Brace Port Logistics Limited (itself listed on NSE Emerge, 51.09% owned by the Company), and 7 other parties, alleging criminal breach of trust, cheating, fraud, bribery and creation and use of fake documents under the Indian Penal Code and Bharatiya Nyaya Sanhita, in connection with freight business conducted with UK-based complainant PG Paper Company Limited.

The complainant alleges direct losses of not less than Rs.4,420 Lakhs (plus further unquantified losses from allegedly inflated freight rates) across business exceeding Rs.8,000 Lakhs conducted since 2021.

The Company states it had no direct transactions with the complainant; the underlying dealings (Rs.5,947.68 Lakhs aggregate across FY21 to FY25) were conducted by 3 subsidiaries, and states day-to-day management of Brace Port Logistics is independently administered by its own management, with Company directors serving only as non-executive directors. The Company and its subsidiaries are seeking legal recourse; no prosecution has yet been initiated, but the Company cannot assure investors of a favourable outcome.

l RoNW has declined in every one of the last 3 disclosed fiscal years (20.26% to 15.85% to 12.33%), and PAT margin has remained structurally thin throughout (2.14% to 2.68%), typical of the freight forwarding industry but leaving limited margin for cost or pricing pressure.

l The Company's working capital has historically been funded through borrowings to a very high degree, up to 100% of the total working capital gap in FY25, and the Company faces significant, ongoing working capital requirements as it continues to scale.

l The Company is 100% dependent on third-party carriers for cargo transportation, exposing it to capacity constraints, and is heavily reliant on operations within certain geographical regions and on a limited number of suppliers (36.01% to 38.29% of cost of services from top suppliers).

l The Company has an extensive history of delayed statutory filings with the Registrar of Companies across many form types (CHG-1, MGT-7, AOC-4, SH-7, MGT-14, DPT-3, PAS-3, ADT-1, ADT-3, INC-27), with delays in individual instances ranging from a few days up to 347 days.

l All 4 Selling Shareholders in the Offer for Sale, including both Promoters, are exiting at a Weighted Average Cost of Acquisition of Nil, meaning their entire sale proceeds represent pure gain with no cash cost basis.

l The Company is exposed to geopolitical tensions, conflicts and global instability affecting international trade routes and freight volumes, and to adverse developments in trade volumes and freight rates generally.

l The Company's insurance coverage (Cargo Liabilities, Errors and Omissions, and other standard policies) may not be adequate to cover all potential losses arising from its logistics operations.

l Any downgrade of the Company's credit ratings could increase borrowing costs and constrain access to further financing.

l The Company operates a complex group structure with numerous subsidiaries across multiple jurisdictions (UK, UAE, Germany, Hong Kong, Canada, Saudi Arabia, Vietnam, Cambodia and others), some of which have recorded losses in past periods, introducing consolidated group-level financial and governance complexity.

l The Company holds ISO 9001:2015, ISO 14001:2015 and ISO 45001:2018 certifications that require periodic renewal (through 2027-28), and its business is subject to standard logistics industry regulatory and compliance obligations.

l There are related party transactions and business dealings between the Company and various group entities disclosed across multiple jurisdictions, some in the ordinary course of business and others requiring further review by investors in the full RHP.

Positives to Note

l The Company holds a genuinely independently verified (World ACD Market Data) market leadership position as India's No. 1 Air Freight Forwarder by Airway shipments generated, for 4 consecutive calendar years (2022 through 2025).

l RoNW of 12.33% in FY 2026 is the highest among all 4 disclosed listed logistics peers, including much larger companies such as Delhivery and Mahindra Logistics, both of which post RoNW below 2%.

l The Company has demonstrated consistent operational growth across multiple genuine, verifiable metrics: customers served grew from 7,407 to 9,504, air cargo volume from 48,013.16 to 83,923.81 tonnes, ocean cargo from 16,294 to 28,275 TEUs, and airline relationships from 44 to 56, all over the 3 year track record.

l The Company has proactively and specifically responded to the pending FIR, providing a detailed factual rebuttal (that it had no direct dealings with the complainant, quantifying the actual scale of subsidiary-level business involved, and clarifying the governance separation between itself and Material Subsidiary Brace Port Logistics Limited) rather than a generic denial.

l The Company has a genuinely long operating history, tracing back to 1984, more than 4 decades of freight forwarding experience ahead of this listing.

l A meaningful portion of this Offer's General Corporate Purposes Object (Rs.4,823.19 Lakhs) is already raised and held in Fixed Deposit Receipts via the completed Pre-IPO Placement, reducing dependence on the Offer itself for that specific use of funds.

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