Zepto filed its confidential DRHP with SEBI on 26 December 2025. Six weeks later, the company started telling bankers it might need to cut the valuation. By March 2026, the updated DRHP was being refiled with the issue size and pricing both walked back.

Author: Aditya Pareek | EQMint

This is the first pure play quick commerce IPO in India. Zomato listed in 2021 with Blinkit as a side business. Swiggy listed in November 2024 with Instamart as one of several arms. Zepto is the first time public market investors get to own a 10 minute delivery business as a standalone listed entity.

That matters. The quick commerce thesis has been the most aggressively marketed startup story of the last 3 years in India. Zepto’s listing will test whether public markets actually buy that thesis at the prices private investors paid.

Here’s what’s in the filing, what the valuation cut signals and how retail investors should think about applying.

Where the Zepto IPO stands as of May 2026

Zepto pre filed its confidential DRHP on 26 December 2025 through SEBI’s confidential route. Original target: a ₹11,000 crore issue at a valuation of $7 to 8 billion, listing in July to September 2026.

The plan changed in March 2026. Investor feedback during the SEBI review process pushed Zepto to cut the valuation by 15 to 20%, taking the target band down to roughly $5.6 to 5.95 billion. The updated DRHP refile was targeted for end of April 2026.

The issue is expected to be a mix of fresh issue and Offer for Sale. The fresh issue funds dark store expansion and working capital. The OFS gives early investors (Y Combinator, Nexus, StepStone, Glade Brook, Goodwater) partial liquidity.

Lead bankers include Morgan Stanley and Goldman Sachs.

What investors are actually buying

Zepto is one of three serious players in Indian quick commerce, alongside Blinkit (owned by Eternal, formerly Zomato) and Swiggy Instamart. The market structure has hardened quickly.

Blinkit leads with roughly 45 to 50% share by GMV. Swiggy Instamart sits at 25 to 27%. Zepto holds 21 to 29% depending on the metric and city. The number two slot is the live battleground between Zepto and Instamart.

Zepto operates around 300 dark stores, concentrated in metros. Blinkit runs over 1,800 dark stores and plans to hit 3,000 by March 2027. Swiggy Instamart added 316 dark stores in Q4 FY25 alone and now serves 124 cities.

Zepto’s strategy has been density over breadth. Fewer cities, higher store throughput, faster delivery. The IPO funds are meant to accelerate store rollout while keeping unit economics in check.

The 10 minute delivery promise is the brand. Average delivery time sits at around 8 to 10 minutes in core metros.

The numbers

Revenue is growing fast.

FY24 revenue from operations: ₹4,454 crore (vs FY23 ₹2,024 crore). FY25 revenue: ₹9,669 to 11,110 crore depending on the source, up roughly 129 to 149% YoY. FY24 net loss: ₹1,248 crore. FY25 net loss: ₹3,367 crore, up roughly 177%.

That last number is the issue. Revenue grew 129%. Losses grew 177%. Quick commerce burns more cash as it grows, at least in the current operating model.

Goldman Sachs noted that Zepto crossed $1 billion in annualised sales within 29 months of founding. The growth velocity is real. The cash burn that funds it is equally real.

GMV reportedly hit $3 billion on an annualised basis. Sector wide monthly cash burn across the three players peaked at $60 to 70 million.

Store level economics are improving. Zepto’s mature stores reportedly reach breakeven in 8 months, down from 23 months earlier. The unit economics work at the store level once stores are seasoned. The consolidated P&L still loses money because new store expansion and corporate overhead drag everything.

Why the valuation got cut

The original $7 billion valuation implied a price to sales multiple of around 7x on FY25 revenue. The revised $5.6 to 5.95 billion lands closer to 5x.

Three reasons for the haircut.

Public market comparables shrunk. Eternal (Zomato parent), the closest listed comp, trades at lower multiples than private market investors had assumed. Swiggy listed in November 2024 and has traded sideways. Public markets in 2026 are simply more disciplined on growth at any cost stories than private markets were in 2021 and 2022.

Competition intensified. Blinkit is pulling away in market share. Flipkart Minutes, Amazon Now, JioMart and Tata BigBasket are all scaling quick commerce offerings. The narrative of a 3 player oligopoly is starting to look more like a 6 to 7 player free for all.

Losses widened faster than revenue grew. That’s the single most damaging signal in an IPO conversation. If losses had grown slower than revenue, the path to profitability story would have held. The reverse trend made underwriters nervous.

Three reasons to subscribe

Quick commerce is a real category. India’s quick commerce market hit roughly $7 billion in 2026 and is forecast to reach $12.97 billion by 2029. The category exists. Consumers love the product. The question is who captures the value, with Zepto holding a credible number two position.

Unit economics are demonstrably improving. 8 month store breakeven, down from 23 months, is a real operational improvement. Pharmacy expansion (10 minute meds) is a higher margin adjacency. Advertising revenue from FMCG brands is becoming meaningful. These are the right operating signals.

The valuation reset helps. $5.6 billion is significantly more defensible than $7 to 8 billion for a business growing 129% with widening losses. Subscribers will pay for FY27 and FY28 execution, instead of pricing in perfection on day one.

Three reasons to be careful

Blinkit’s lead keeps widening. Eternal’s quick commerce GOV was ₹9,421 crore in a single quarter. Blinkit operates 6x more dark stores. Network effects compound. The challenger needs to be cheaper or differentiated to keep growing share. Zepto is neither.

Losses growing faster than revenue is a fatal trajectory. Public markets will give one or two quarters of patience post listing. After that, every quarterly result that shows losses widening will be punished. The Paytm and FirstCry post listing experience confirms this pattern.

Founders and early investors are partial sellers. OFS in early stage growth IPOs always raises the question of why insiders are reducing exposure if the upside is so obvious. The DRHP shareholder list will show exactly who is selling and how much.

How retail investors should approach this

Wait for the public DRHP refile. The confidential filing means most operating data, contribution margins, cohort economics, dark store level P&L, AOV trends by city, are still not public. The April 2026 refile will surface them. Don’t apply based on press leaks.

Use Eternal as the cleaner comp rather than Swiggy. Blinkit dominates Eternal’s valuation now. Eternal trades at a market cap that values Blinkit at roughly $13 to 14 billion implied. Zepto listing at $5.6 billion would be priced at roughly 40% of Blinkit’s implied value, despite holding roughly half the market share. That’s actually a reasonable relative price, but watch how it moves.

Apply with a 3 to 5 year horizon. Quick commerce will keep growing. Consolidation is likely. Either Zepto wins durable share or gets acquired at a premium. Both outcomes work over 3 to 5 years. A 1 year trade is much harder.

Watch the IPO subscription pattern. If QIBs subscribe aggressively, the institutional read is positive. If anchor investors are mostly long only mutual funds and not crossover hedge funds, that signals comfort with the business model. If the issue struggles to fill on day 2, retail should be cautious.

Set position sizing carefully. Quick commerce IPOs globally have a track record of 30 to 50% drawdowns in the first 6 months of listing. DoorDash, Deliveroo, Grubhub all showed similar patterns. Plan for volatility.

What this listing means for the sector

Zepto’s listing is the public market price discovery moment for Indian quick commerce. If the IPO opens strong and trades well, expect Swiggy to spin off Instamart as a separately tracked entity within 18 months. If Zepto trades poorly, the entire category gets repriced downward, including Eternal.

For Eternal shareholders, Zepto’s listing creates a direct public market comp for Blinkit. That comp could either validate or compress Eternal’s current valuation.

For retail investors building exposure to Indian consumer tech, Zepto offers something Eternal and Swiggy lack: a pure play bet on quick commerce alone, without the dilution of food delivery, dining out, restaurant ads or any other business lines.

FAQ

When will the Zepto IPO open? The updated DRHP was targeted for refile by end of April 2026. SEBI review typically takes 2 to 3 months. Listing is expected between July and September 2026, subject to approvals.

What is the expected Zepto IPO valuation? Revised down to $5.6 to 5.95 billion (roughly ₹47,000 to 50,000 crore) from the original $7 to 8 billion target.

Is the Zepto IPO a fresh issue or OFS? A mix. Significant fresh issue component for dark store expansion and working capital, alongside an Offer for Sale by early investors.

Is Zepto profitable? No. FY25 net loss was ₹3,367 crore, up 177% YoY, on revenue of ₹9,669 crore. Store level breakeven is improving but consolidated profitability is still 2 to 3 years away.

Will Zepto list on both NSE and BSE? Yes. Dual listing is standard for Indian mainboard IPOs at this size.

Who are Zepto’s founders? Aadit Palicha (CEO) and Kaivalya Vohra (CTO). Both founded the company in 2021 after dropping out of Stanford. Both are now in their early 20s.

EQMint is not a SEBI registered investment adviser. This article is for informational purposes only and is not investment advice. Always read the DRHP and consult a SEBI registered advisor before applying for any IPO.

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