Meesho

• Meesho is coming out with a 100% book building; initial public offering (IPO) of 51,02,75,743 shares of Rs 1 each in a price band Rs 105-111 per equity share. 
• Not more than 75% of the issue will be allocated to Qualified Institutional Buyers (QIBs), including 5% to the mutual funds. Further, not less than 15% of the issue will be available for the non-institutional bidders and the remaining 10% for the retail investors.
• The issue will open for subscription on December 03, 2025 and will close on December 05, 2025.
• The shares will be listed on BSE as well as NSE.
• The face value of the share is Rs 1 and is priced 105.00 times of its face value on the lower side and 111.00 times on the higher side.
• Book running lead managers to the issue are Kotak Mahindra Capital Company, J.P. Morgan India, Morgan Stanley India Company, Axis Capital and Citigroup Global Markets India.
• Compliance Officer for the issue is Rahul Bhardwaj.

Profile of the company

Meesho is a multi-sided technology platform driving e-commerce in India by bringing together four key stakeholders - consumers, sellers, logistics partners and content creators. The company’s e-commerce marketplace, that it operates under the brand name Meesho, emerged as India’s largest in terms of number of Placed Orders and Annual Transacting Users among e-commerce players in India in the last twelve months period ended September 30, 2025. 

The company’s value focused platform is designed to serve all segments of consumers across India by making ecommerce affordable, accessible and engaging. The company is focused on providing ‘Everyday Low Prices’ to consumers. Its technology-first operations, platform scale and efficiency offers low cost order fulfilment to sellers on Meesho. This, along with a zero commission model for sellers enables it to reduce the average cost charged to sellers and provide a wide assortment of products ranging from low cost unbranded products, regional brands and national brands at affordable prices on Meesho. The company’s artificial intelligence/machine learning (AI/ML) led algorithms are designed to deliver a personalised, discovery led shopping experience to consumers similar to an offline window shopping experience, making online shopping easy and engaging for consumers.

The company monetises its platform through services that are provided to sellers on Meesho such as order fulfilment, advertising and data insights. Further, it does not charge sellers any commission and it does not charge any platform fee to consumers on Meesho. The company’s platform scale and ecosystem integration also enables it to launch and scale New Initiatives such as (i) low cost local logistics network for daily essentials and (ii) a financial services platform where regulated partners offer financial services tailored to its stakeholders, further strengthening platform stickiness and addressable market. It therefore operates in two business segments - Marketplace and New Initiatives.

Proceed is being used for:

• Investment for cloud infrastructure in Meesho Technologies, company’s subsidiary
• Payment of salaries of its existing and replacement hires for the Machine Learning and AI and technology teams for AI and technology development undertaken by Meesho Technologies
• Investment in Meesho Technologies for expenditure towards marketing and brand initiatives
• Funding inorganic growth through acquisitions and other strategic initiatives and general corporate purposes.

Industry Overview

India retail market stood at Rs 83 trillion ($978 billion) in Fiscal 2025 and is projected to grow to Rs 123-135 trillion ($1.4-1.6 trillion) by Fiscal 2030P, implying a CAGR of 8-10%. This represents an acceleration in growth rate compared to the growth in retail market over the past five years, which was adversely affected by economic slowdowns resulting from the COVID-19 pandemic and global macroeconomic factors. Despite the large scale, India’s per capita retail spend remains low compared to China, Indonesia and the US, underscoring the long-term growth potential. Organised retail, comprising modern brick and mortar formats and e-commerce players, has grown from 15% of the total India retail market in Fiscal 2020 to 21% in Fiscal 2025. It is further projected to reach 32-34% by Fiscal 2030, translating into a Rs 39-46 trillion ($462-542 billion) opportunity. There is immense headroom for organised retail to further expand in India, as indicated by global benchmarks from mature and emerging markets.

India e-commerce market is currently sized at Rs 6 trillion ($70 billion) in terms of gross merchandise value (GMV) and is projected to reach Rs 15-18 trillion ($174-214 billion), penetrating 12-13% of India retail market by Fiscal 2030. As of Fiscal 2025, e-commerce penetration in non-electronics categories remains significantly below that of electronics (37%), indicating substantial headroom for growth. Penetration levels in non-electronics categories stand at 2% in grocery, 19% in fashion, 19% in beauty and personal care, and 5% in others where others include Pharma, Home and furniture, General merchandise and Jewellery. Capitalizing on this headroom, the non-electronics categories are projected to lead the ecommerce growth in India over the next 5 years contributing to 72-73% of India e-commerce market in Fiscal 2030P as compared to 64% in Fiscal 2025.

India is home to one of the largest and fastest-growing digital economies globally, driven by rapid internet adoption. Internet users increased from 310-330 million in Fiscal 2015 to 818-853 million in Fiscal 2025 and are projected to reach nearly 1 billion by Fiscal 2030. While the online shopper base has nearly doubled post-COVID, a sizeable gap persists between India’s smartphone users and shoppers. As of Fiscal 2025, India has 692-706 million smartphone users, while the number of e-commerce shoppers stands at only 250-270 million, highlighting significant headroom for further e-commerce penetration. India's e-commerce shoppers represent 31-32% of internet users, below mature economies like the US (88%) and large emerging economies such as China (83%) and Indonesia (52%), also indicating a headroom for increased e-commerce penetration. 

Pros and strengths

Integrated flywheel model driving scalable platform efficiency: The company’s platform orchestrates transactions amongst its four key stakeholders - consumers, sellers, logistics partners and content creators. At the core of its platform is the company’s commerce flywheel. Consumers transact on Meesho because of the wide assortment of products that are available at affordable prices. Next one is Logistics flywheel. As order volumes on Meesho increase, it helps logistics partners better utilise their capacity, improve the density of fulfilment and reduce the price of their services on a per order basis. Moreover, the company has activated a content commerce flywheel that enhances product discovery and engagement on Meesho. Content creators are attracted to Meesho as it offers them an avenue to monetise their creativity by promoting its sellers’ products. The company’s platform also enables introduction and scaling of new services rapidly where each new service strengthens the capabilities of its overall platform by creating new flywheels.

Technology-driven platform enabling scalable and efficient operations: Technology powers every part of its platform enabling it to scale, reduce costs and increase efficiency while enhancing the value generated and experience for all its stakeholders. Rather than relying on manual interventions, it employs a technology driven approach to problem solving. As of September 30, 2025, the company had a total technology workforce of 1,182 full time employees, including 163 in its machine learning and AI team. This technology workforce represented 56.77% of its total employee base of 2,082. In the last twelve months period ended September 30, 2025, its GMV to FTE ratio was Rs 293.94 million.

Cost-efficient platform enabling affordable pricing for consumers: The company is a value focused e-commerce platform that delivers ‘Everyday Low Prices’ for consumers, which means that consumers get products at low prices on Meesho without having to rely on limited time discounts and event based flash sales. Its zero commission model for sellers combined with its low-cost order fulfilment reduces the average cost charged to sellers and enables them to provide a wide assortment of products at affordable prices on Meesho. In mature ecommerce markets such as China, value focused e-commerce players have potential for leadership in e-commerce user base expansion, while commanding substantial share of the market value. Its scale amplifies this advantage, as is demonstrated by the decreasing average cost charged to its sellers on Meesho, which it defines as the average cost paid by the seller on Meesho for each Placed Order to a consumer. Its large base of consumers, sellers and logistics partners has introduced competition, encouraging them to offer quality products and services efficiently and at low prices.

Trust-driven platform powered by user-generated content: The company focuses on building trust across its platform. The company’s value focused platform enables sellers to sell a wide assortment of products including not just well known national brands but also regional and unbranded products. To build consumer trust, it has instituted trust building features across the consumer journey. Its large operations generate powerful trust signals. These signals include 1,298.22 million consumer ratings, 399.67 million consumer reviews, and 86.39 million consumer generated images and videos as of September 30, 2025. These signals enable consumers on Meesho to make an informed decision especially with respect to unbranded products and regional brands. It actively encourages its consumers to purchase products by reviewing the content on its platform through consumer communications and awareness campaigns.

Risks and concerns

Sustained losses highlight profitability risk: The company has incurred losses since its inception in 2015. While it was cash flow positive in the six months period ended September 30, 2024, and Fiscals 2025 and 2024, it had Restated loss before exceptional items and tax of Rs 4,332.14 million and Rs 240.38 million in the six months period ended September 30, 2025 and September 30, 2024, and Rs 1,084.29 million, Rs 3,145.33 million and Rs 16,719.02 million in Fiscals 2025, 2024 and 2023, respectively. It had negative cash flows from operating activities for the six months period ended September 30, 2025 and Fiscal 2023. If it is unable to generate adequate revenue and manage its cash flows and expenses, it may continue to incur losses.

Third-Party logistics constraints may impact operations: Products sold on Meesho are delivered to consumers through third party logistics partners either through (i) Valmo, its technology platform or (ii) end-to-end logistics partners. Further, the company is engaged with five end-to-end logistics partners during the six months period ended September 30, 2025. Service interruptions, failures, constraints or inadequate service quality of these logistics’ partners could harm its business, financial condition and prospects.

Operational risks from elevated cod usage: A large portion of orders on Meesho are paid using cash on delivery (CoD). In the six months period ended September 30, 2025 and September 30, 2024, and Fiscals 2025, 2024 and 2023, 72.00%, 78.51%, 76.95%, 85.39% and 88.71%, respectively, of Shipped Orders were on CoD basis. CoD reduces the rate of successful deliveries and increases operational inefficiencies and risks related to cash handling.

Uncertain outcomes due to nascent content commerce model: Content creators are individuals who create and host short form videos and live streams on Meesho and third party social media platforms to enhance the shopping experience of its consumers. Sellers can engage the services of content creators through its platform to promote their products on Meesho and social media platforms. In the last twelve months period ended September 30, 2025, September 30, 2024, and Fiscal 2025, 50,319, 13,659, and 27,836 Active Content Creators were listed on its platform, respectively. Due to its limited operating history, the nascency of content commerce in India and its rapid growth profile, its future operating results may be hard to predict, and its historical results may not be indicative of, or comparable to, its future results. Further, its failure to attract and retain content partners could have an adverse impact on its business.

Outlook

Meesho is a multi-sided technology platform driving e-commerce in India by connecting four key stakeholders - consumers, sellers, logistics partners, and content creators. The company operates its e-commerce marketplace under the brand name Meesho, enabling consumers to access a wide range of affordable products while offering sellers a low-cost platform to grow their businesses. The company’s focus on cost efficiency and technological innovation has enabled it to maintain a positive cash flow position while strategically investing in new business verticals to expand its digital ecosystem. On the concern side, the company has recorded substantial losses over the years and experienced negative operating cash flows in key periods. Sustained profitability will depend on its ability to improve revenues and effectively control cash flows and expenses. Moreover, the company has started its content commerce business in Fiscal 2024 and has limited operating history in operating this business. Further, its failure to attract and retain content partners could have an adverse impact on its business. 

The issue has been offering 51,02,75,743 shares in a price band of Rs 105-111 per equity share. The aggregate size of the offer is around Rs 5357.89 crore to Rs 5664.06 crore based on lower and upper price band respectively. Minimum application is to be made for 135 shares and in multiples thereon, thereafter. On performance front, the company’s revenue from operations increased by 29.37% to Rs 55,775.38 million in the six months period ended September 30, 2025 from Rs 43,112.87 million in the six months period ended September 30, 2024, primarily due to an increase in its Segment revenue - Marketplace. Moreover, the company’s Restated loss decreased by 72.12% to Rs 7,007.18 million in the six months period ended September 30, 2025 from a restated loss of Rs 25,128.91 million in the six months period ended September 30, 2024.

The company’s aim is to democratise internet commerce for everyone by building a platform that is affordable and accessible to a diverse consumer base, whether a high income urban shopper or a rural consumer. It intends to tap into a growing market opportunity and increase consumer penetration from both Top 8 cities and beyond in India. As of Fiscal 2025, India has 692-706 million smartphone users, while the number of online shoppers stands at only 250-270 million, highlighting significant headroom for further e-commerce penetration. Going forward, the company plans to continue to scale its content commerce marketplace. As of Fiscal 2025, content commerce in India accounted for 1%-2% of the overall ecommerce market, significantly lower than Indonesia (20-30%) and China (40-50%) in the same period, highlighting substantial headroom for growth. With a growing content commerce base on its platform, the company is well positioned to capture this growth potential.