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Stake sale · Financial Services

PhonePe founders sell shares to General Atlantic before IPO

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PhonePe logo
Date
Company
PhonePe
What it does
UPI payments and financial services app
Kind
Stake sale
Amount
₹5,771 crore
Stage
pre-IPO
Sector
Financial Services

What they do

PhonePe offers UPI payments, investments, insurance, lending, and merchant solutions across India and select Asian markets

What happened

Founders sold shares worth Rs 3,937 Cr to General Atlantic in September 2025 to meet ESOP exercise tax obligations

Why it matters

The company filed its draft prospectus for an IPO targeting a $15 billion valuation while reporting narrowing losses in FY25

The details

  • PhonePe founders Sameer Nigam and Rahul Chari sold 84.2 lakh shares each to General Atlantic in September 2025.
  • The secondary transaction totalled approximately Rs 3,937 Cr, with each founder receiving net proceeds of INR 1,968.66 Cr.
  • General Atlantic acquired the stake via its Singapore entity, increasing its holding to an 8.9% stake in the company.
  • The sale was conducted to help employees meet tax liabilities arising from the exercise of Employee Stock Option Plans (ESOPs).
  • PhonePe has filed its Draft Red Herring Prospectus (DRHP) for an initial public offering (IPO) scheduled for early 2026.
  • The proposed IPO structure involves only Offer For Sale (OFS), meaning no new capital will enter the company during this event.
  • Walmart plans to offload 4.59 crore shares, while Tiger Global and Microsoft will also sell smaller stakes in the listing.
  • Total pre-IPO liquidity events since 2023 have reached Rs 5,771 Cr, reflecting significant exit activity by early investors.

The bigger picture

  • The timing coincides with regulatory changes that forced PhonePe to discontinue certain high-revenue business lines like rent payments.
  • Investors are likely testing market appetite for a large fintech IPO at a valuation of roughly $15 billion.

About the business

  • PhonePe operates as a digital payments platform facilitating Unified Payments Interface (UPI) transactions for millions of users.
  • The company generates revenue through merchant solutions, payment gateway fees, advertising, and financial product commissions.
  • It offers diverse services including investments, insurance, lending, mobile recharges, and direct-to-home (DTH) bill payments.
  • PhonePe ceased credit card payments for rent categories in September 2025 following specific directives from the Reserve Bank of India.
  • The company also stopped RMG advertising and payment gateway services after the implementation of the Online Gaming Act in August 2025.
  • These discontinued segments contributed Rs 1,512 Cr to gross margins in FY25, which are now excluded from future projections.
  • PhonePe maintains international availability in Singapore, UAE, Nepal, Sri Lanka, Bhutan, and Mauritius alongside its Indian operations.
  • The firm is shifting its strategic focus back to core UPI payments and broader financial services offerings.

What happens next

  • PhonePe aims to complete its IPO process with a target raise of INR 12,000 Cr through share sales.
  • The company plans to continue expanding its core UPI and financial services portfolio post-listing.
  • Existing investors including Walmart, Tiger Global, and Microsoft are expected to exit partially during the IPO.

The deal

Type
Secondary Sale

Investors

  • General Atlantic (buyer) — Global private equity firm acting as an existing investor buying additional stake via Singapore entity.
  • Walmart (seller) — Strategic investor owning ~71.7% stake planning to offload 4.59 crore shares in the upcoming IPO.
  • Tiger Global (seller) — Venture capital firm selling 10.39 lakh shares as part of the pre-IPO liquidity events.
  • Microsoft (seller) — Technology giant selling 36.78 lakh shares in the ongoing secondary transaction phase.

Founders

  • Sameer Nigam, Founder & CEO
  • Rahul Chari, Founder & CTO

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