Lenskart Solutions Ltd IPOLENSKART

The IPO opens on 31 Oct 2025 & closes on 04 Nov 2025.

Lenskart Solutions Limited was originally incorporated as Valyoo Technologies Private Limited', as a private limited company under the Companies Act, 1956, dated May 19, 2008, issued by the Registrar of Companies, New Delhi. Thereafter, the name was changed to Lenskart Solutions Private Limited' pursuant to a fresh certificate of incorporation dated May 19, 2015. Subsequently, it was converted to a public limited company and the name of the Company changed to Lenskart Solutions Limited' via fresh certificate of incorporation dated June 16, 2025, issued by the RoC. The Company operate frame and lens design and eyeglass manufacturing facilities at two locations in India, supplemented by regional facilities in Singapore and the United Arab Emirates. It primarily sell prescription eyeglasses, sunglasses, and other products such as contact lenses and eyewear accessories. As of March 31, 2025, Company works 2,067 stores in India, of which, 1,757 were owned by them and 310 were franchisee-owned. The Company commenced the operations in India as an online business in 2010 and opened first retail store in New Delhi in 2013. Since then, it has scaled through both the online and offline channels and established a centralized supply chain through retail stores, websites, mobile applications, and other channels. It commenced the international operations in 2019 by expanding to Singapore by launching a website and one store. Since then, Company has established the international footprint in Southeast Asia, Japan, and the Middle East. It acquired Owndays, a Japan and Southeast Asia-based eyewear brand, in August 2022. In December 2024, Company launched its affordable smart glasses category through 'Phonic', audio-enabled smart eyeglasses, in India. Company is planning the initial public offer by raising Rs 2150 Crore equity shares through fresh issue and by issuing 132,288,941 equity shares of face value of Rs 2 each through offer for sale.

Lenskart Solutions Ltd IPO will close on 04 Nov 2025.

<ul><li>Centralized Supply Chain and Automated Manufacturing.</li><li>In-House Frame and Lens Engineering and Manufacturing Capabilities.</li><li>Customer-Focused Product Design Capabilities.</li><li>Lenskart Brand and Portfolio of Owned Sub-brands.</li><li>Technology First Approach to Customer Experience and Operational Efficiency.</li><li>Omnichannel Retail Platform.</li><li>Track Record of Financial.</li></ul>

<table class="table"> <thead> <tr> <th>S.No</th> <th>Promoters Name</th> <th>Pre Issue Shares</th> <th>Pre Issue Percentage</th> <th>Post Issue Shares</th> <th>Post Issue Percentage</th> </tr> </thead> <tbody> <tr> <td>1</td> <td>Peyush Bansal</td> <td>173222220</td> <td>10.3</td> <td>152733242</td> <td>8.8</td> </tr> <tr> <td>2</td> <td>Neha Bansal</td> <td>128271184</td> <td>7.63</td> <td>127260638</td> <td>7.34</td> </tr> <tr> <td>3</td> <td>Amit Chaudhary</td> <td>16585630</td> <td>0.99</td> <td>13717173</td> <td>0.79</td> </tr> <tr> <td>4</td> <td>Sumeet Kapahi</td> <td>16107050</td> <td>0.96</td> <td>13238593</td> <td>0.76</td> </tr> <tr> <td>5</td> <td>Amit Mittal</td> <td>333442</td> <td>0.02</td> <td>333442</td> <td>---</td> </tr> <tr> <td>6</td> <td>PB LK Family Trust</td> <td>100</td> <td>---</td> <td>100</td> <td>---</td> </tr> <tr> <td>7</td> <td>NB LK Family Trust</td> <td>100</td> <td>---</td> <td>100</td> <td>---</td> </tr> </tbody> </table>

<ul><li>Our cost of raw materials consumed constitutes a significant portion of our expenses (amounting to Rs.4,673.39 million, or 25.45% and Rs.16,229.74 million, or 24.52%, of our total expenses in the three months ended June 30, 2025 and the Financial Year 2025, respectively) and delays, interruptions or reduction in the supply of raw materials to manufacture our prescription eyeglasses or fluctuations in the prices of our raw materials could adversely affect our business, results of operations, financial condition and cash flows.</li><li>We manufacture some of our frames in, and import some of our raw materials from, the People's Republic of China, including through import of frames through Baofeng Framekart Technology Limited, our Joint Venture. Any delay, interruption or reduction in the supply of such frames or other raw materials could adversely affect our business, financial condition, results of operations and cash flows.</li><li>An inability to maintain or improve our capacity utilization levels at our manufacturing facilities could have an adverse effect on our business, results of operations, financial condition and cash flows.</li><li>The Directorate of Enforcement, Gurugram under the Foreign Exchange Management Act, 1999, requested us for certain information and documents. While we have provided such requested documents, we cannot assure you that no regulatory or other actions will be initiated against our Company in the future, in relation to such orders, which could adversely affect our business, reputation, results of operations, financial condition and cash flows.</li><li>Our manufacturing facilities are subject to environmental, health, and safety laws and regulations that impose significant compliance costs and liabilities on our operations, and any non-compliance or violation could expose us to legal actions, penalties, and reputational harm.</li><li>Slowdowns, breakdowns or shutdowns at any of our manufacturing facilities could have an adverse effect on our business, results of operations, financial condition and cash flows.</li><li>Our reliance on manufacturing facilities located in the Gurugram industrial cluster across the states of Haryana and Rajasthan (which are our Bhiwadi and Gurugram facilities) exposes us to concentration risks across production and logistics, which could adversely affect our business, results of operations, financial condition and cash flows.</li><li>We have entered into a memorandum of understanding with the Government of Telangana to set up a greenfield manufacturing facility in Hyderabad, Telangana and may encounter delays in the planning, construction and commercialization of our proposed manufacturing facility, which could adversely affect our business, results of operations, financial condition and cash flows.</li><li>The location, size and performance of our retail store network component of our omnichannel retail network are critical to our success. We cannot assure you that our retail store network will expand and operate as expected or that the current locations of our retail stores will continue to be attractive as demographic patterns change.</li><li>Our historical performance may not be indicative of our future growth or financial results and if we fail to manage our growth or implement our growth strategies, our business, financial condition, results of operations and cash flows may be adversely affected.</li><li>Our global operations expose us to management, legal, tax, political, economic and foreign exchange risks, and our failure to address such risks could adversely affect our business, results of operations, financial condition and cash flows.</li><li>We do not exercise complete operational or financial control over our franchisee-operated retail stores. As a result, franchisees may take actions that are inconsistent with our brand standards, operational policies, or strategic objectives. Any such actions could adversely affect our reputation, customer experience, and, consequently, our business, results of operations, financial condition, and cash flows.</li><li>We are dependent on our Promoters, Key Managerial Personnel, members of our Senior Management and other key personnel for our business and growth, and the loss of, or an inability to attract or retain qualified personnel could adversely affect our business, results of operations, financial condition and cash flows.</li><li>Certain of our Subsidiaries and Group Companies have incurred losses in the past. If our Subsidiaries and Group Companies continue to incur losses, we may be required to continue providing financial support to them and our consolidated results of operations and financial condition could be adversely affected.</li><li>Medical advancements in the eyecare industry may adversely affect the demand for our eyewear products.</li><li>We have entered into joint venture arrangements for frame manufacturing and distribution capabilities. Noncompliance with the terms of these joint venture arrangements may adversely affect our business, results of operations, financial condition and cash flows.</li><li>We are dependent on third-party contractual labour for several aspects of our manufacturing activities, who are primarily sourced through labour contractors. Any disruptions in the supply of such contractual labour could adversely affect our business, results of operations, financial conditions and cash flows.</li><li>If we are not able to attract and retain vision care professionals (comprising optometrists and opticians) for our retail stores, our business, results of operations, financial condition and cash flows could be adversely affected.</li><li>The launch of new sub-brands, eyewear categories or designs that prove to be unsuccessful could affect our growth plans, which could adversely affect our business, results of operations, financial condition, and cash flows.</li><li>There have been certain instances of delays in payment of statutory dues by our Company. Any further delays in payment of statutory dues may attract financial penalties from the respective government authorities and in turn may have a material adverse impact on our financial condition and cash flows.</li><li>Errors or inaccuracies in eye examinations conducted by our vision care professionals could adversely affect our reputation, business, results of operations, financial condition and cash flows.</li><li>We have not entered into any definitive arrangements to utilise certain portions of the Net Proceeds of the Offer and our funding requirements and the proposed deployment of Net Proceeds are based on management estimates.</li><li>We are yet to finalize the exact locations or properties for setting up Company owned and Company operated stores, for which we intend to utilise the amount from Net Proceeds. If we are unable to find suitable locations or if the lease or license payments for these locations are in excess of our estimates, our operations and financial conditions may be adversely impacted.</li><li>We intend to utilize a portion of the Net Proceeds for unidentified inorganic acquisitions. Further, if the allocated portion of the Net Proceeds is insufficient to cover for the cost of the relevant inorganic acquisition, we may need to seek alternative forms of funding.</li><li>Our investments in marketing and branding may not result in proportionate increases in revenue, which could adversely affect our business, results of operations, financial condition and cash flows.</li><li>Our Registered Office, corporate headquarters, three of our manufacturing facilities, all of our retail stores and multiple offices across India and in international markets, are operated from leased premises. We are subject to risks associated with leasing real estate, including the potential inability to renew leases on commercially reasonable terms, unexpected increases in rental costs, lease terminations, or disputes with landlords. Any such adverse developments could disrupt our operations and could have a material adverse effect on our business, results of operations, financial condition, and cash flows.</li><li>We depend significantly on sales of our eyewear products to our Lenskart Gold members in India. Any failure to retain such customers could lead to a decline in the sales of our products, which could have an adverse effect on our business, results of operations, financial condition and cash flows.</li><li>We have experienced losses and negative cash flows from investing and financing activities in the past and any increases in expenses, decline in revenues or negative cash flows in future periods could adversely affect our business, results of operations, financial condition and the trading price of our Equity Shares.</li><li>Our success depends on our ability to identify market trends and meet evolving customer demands, including through ongoing research and development and innovation in our omnichannel model. If we are unable to do so, our business, results of operations, financial condition and cash flows could be adversely affected.</li><li>Our commission and incentive expenses are linked to network expansion and sales performance and may fluctuate with changes in sales volumes and employee incentive structures, which could adversely affect our business, results of operations, financial condition and cash flows.</li><li>Our Statutory Auditors' audit reports for the past three Financial Years have included certain modifications in their reports and annexures to their report on certain matters specified in the Companies (Auditor's Report) Order, 2020. If similar modifications and comments are included in the Statutory Auditors' reports for our financial statements in the future, the trading price of our Equity Shares could be adversely affected.</li><li>Our brands, sub-brands and reputation are critical to the success of our business. Failure to maintain and enhance our brand equity and reputation, including on account of negative publicity and unfavourable media coverage, may adversely affect our business, results of operations, financial condition and cash flows.</li><li>We have pursued and are likely to continue to pursue acquisitions for inorganic growth. Our inability to successfully complete and integrate suitable acquisitions on acceptable terms in the future could adversely affect our business, results of operations, financial condition and cash flows.</li><li>The eyewear industry in India is largely unorganized, which exposes us to competition from a fragmented base of smaller retailers and may affect our business, results of operations, financial condition and cash flows.</li><li>Any disruptions in the availability of, or fluctuations in the price of, electricity and water at our manufacturing facilities may adversely affect our business, results of operations, financial condition and cash flows.</li><li>Globally, we face competition from other eyewear product manufacturers, distributors and brands. If we are unable to compete effectively, our business, results of operations, financial condition and cash flows may be adversely affected.</li><li>Our operations are labour intensive and our business, results of operations, financial condition and cash flows could be adversely affected by strikes, lockouts or increased wage demands by, disputes with, or misconduct by, our employees.</li><li>Technology failures or interruptions in the availability of our online channel, operations at our manufacturing facilities, our point-of-sale systems or of our network infrastructure, could have an adverse effect on our business, results of operations, financial condition and cash flows.</li><li>The global eyewear industry is subject to a range of threats and challenges, which if unaddressed by us, could adversely affect our business, results of operations, financial condition and cash flows.</li><li>Inability to convert existing customers into repeat buyers, retain existing customers or acquire new customers costeffectively may adversely affect our business, results of operations, financial condition and cash flows.</li><li>We rely upon the services of third-party data hosting facilities and other third-party technology service providers for our business and operations. Failures or outages attributable to third-party technology service providers or others could have an adverse effect on our business, results of operations, financial condition, and cash flows.</li><li>Failure to deliver an efficient omnichannel experience may adversely affect customer satisfaction and retention, which could adversely affect our business, results of operations, financial condition and cash flows.</li><li>We are subject to risks associated with product liability, warranty and recall if our eyewear products are found to be defective, which may adversely affect our reputation, business, results of operations, financial condition and cash flows.</li><li>Our inability to accurately forecast demand for our eyewear products and manage our inventory may have an adverse effect on our business, results of operations, financial condition and cash flows.</li><li>Our intellectual property rights may be exposed to misappropriation and infringement claims by third parties and our eyewear products and brands are vulnerable to counterfeiting. Our inability to effectively address these risks and eliminate counterfeit products from the market could adversely affect our business, results of operations, financial condition, cash flows and prospects.</li><li>We have in the past entered into related party transactions and may continue to do so in the future. We cannot assure you that we could not have achieved more favourable terms had such transactions not been entered into with related parties.</li><li>Our business exposes us to risks inherent to the operation of complex automated lens cutting and other equipment and machinery, which may experience failures or cause injury either because of defects, faulty maintenance or repair, or improper use, which may adversely affect our business, results of operations, financial condition and cash flows.</li><li>We rely on third-party logistics providers for the transportation and delivery of our eyewear products to customers and any disruption, delay, or quality issues in such logistics operations, or increases in our logistics costs, could adversely affect our business, results of operations, financial condition and cash flows.</li><li>The Unaudited Proforma Financial Information included in this Red Herring Prospectus, which has been prepared to illustrate the effects of the acquisition of Dealskart Online Services Private Limited during the Financial Year 2025 and the acquisitions of Stellio Ventures, S.L. and Quantduo Technologies Private Limited during the Financial Year 2026 on our Restated Consolidated Financial Information, is not indicative of our expected results of operations in future periods or of our future financial position, or a substitute for our past results.</li><li>Our business is subject to seasonality and our quarterly results published upon listing may not be indicative of our annual financial performance and results of operations.</li><li>There are outstanding legal proceedings involving our Company, Directors, Promoters, Subsidiaries, Key Managerial Personnel and Senior Management Personnel. An unfavourable outcome in such proceedings may have an adverse effect on our business, results of operations, financial condition and cash flows.</li><li>There may be discrepancies in corporate filings made by us from time to time. Further, we have filed a compounding application with RBI. We cannot assure you that regulatory proceedings or actions will not be initiated against us in the future and that we will not be subject to any penalty imposed by the competent regulatory authority in this regard.</li><li>Our inability to meet our obligations, including financial and other covenants under our debt financing arrangements could adversely affect our business, results of operations, financial condition, and cash flows.</li><li>We may require additional capital to finance our operations (and in particular, our capital expenditure requirements), and the unavailability of such capital on terms acceptable to us, or at all, could adversely affect our business, financial condition, results of operations and cash flows.</li><li>We require certain statutory and regulatory licenses and approvals to conduct our business and an inability to obtain, retain or renew such licenses and approvals could have an adverse effect on our business, results of operations, financial condition and cash flows.</li><li>Our insurance coverage may not adequately protect us against losses and claims that exceed our insurance coverage could adversely affect our business, results of operations, financial condition and cash flows.</li><li>If we are unable to establish and maintain effective internal financial and operational controls, our business and reputation could be adversely affected.</li><li>We are subject to anti-bribery, anti-corruption and sanctions laws and regulations and a failure to comply with such laws and regulations could have an adverse effect on our business, reputation, financial condition, results of operations, investor confidence and the trading price of our Equity Shares.</li><li>Our actual or perceived failure to appropriately handle personal information of our customers could have an adverse effect on our business, reputation, results of operations, financial condition and cash flows.</li><li>We have contingent liabilities, and our results of operations, financial condition and cash flows could be adversely affected if any of these contingent liabilities materialize.</li><li>Information relating to the installed manufacturing capacity, actual production and capacity utilization of our manufacturing facilities included in this Red Herring Prospectus are based on several assumptions and estimates and actual future results may differ.</li><li>This Red Herring Prospectus contains information from third parties including an industry report prepared by an independent third-party research agency, Redseer Management Consulting Private Limited, which we have commissioned and paid for to confirm our understanding of our industry exclusively in connection with the Offer, and reliance on such information for making an investment decision in the Offer is subject to inherent risks.</li><li>We track certain operating metrics through our internal systems and tools, which may result in inaccurate data or may be subject to changes in the future.</li><li>Certain non-generally accepted accounting principle financial measures and other statistical information relating to our operations and financial performance have been included in this Red Herring Prospectus. These non-GAAP financial measures are not measures of operating performance or liquidity defined by Ind AS and may not be comparable with those presented by other companies.</li><li>Certain of our Promoters, Directors, Key Managerial Personnel and Senior Management Personnel may be interested in our Company and our Subsidiaries other than in terms of remuneration, perquisites or benefits and reimbursement of expenses.</li><li>Our ability to pay dividends in the future will depend on our earnings, financial condition, working capital requirements, capital expenditures and restrictive covenants of our financing arrangements.</li></ul>

The Issue type of Lenskart Solutions Ltd is Book Building.

The minimum application for shares of Lenskart Solutions Ltd is 37.

The total shares issue of Lenskart Solutions Ltd is 181045160.

Initial public offering of up to 181,063,669 equity shares of face value of Rs.2/- each ("Equity Shares") of Lenskart Solutions Limited (the "Company" or the "Issuer") for cash at a price of Rs.402 per equity share of face value of Rs.2/- each (including a share Premium of Rs.400 per Equity Share) ("Offer Price"), aggregating up to Rs.7278.02 crores comprising a fresh issue of up to 53,501,096 equity shares of face value of Rs.2/- each, aggregating up to Rs.2150.00 crores by the company ("Fresh Issue") and an offer for sale of up to 127,562,573 equity shares of face value of Rs.2/- each, aggregating up to Rs.5128.00 crores ("Offered Shares") by Certain Shareholders ("(Selling Shareholders") (such sale, the "Offer for sale", and together with the fresh issue, the "Offer"). The offer includes a reservation of 391,644 equity shares of face value of Rs.2/- each, aggregating up to Rs. 15 crores (constituting up to 0.02% of the post-offer paid-up equity share capital, for subscription by eligible employees ("Employee Reservation Portion"). The offer less the employee reservation portion is hereinafter referred to as the "Net Offer". The offer and the net offer shall constitute 10.44% and 10.41% of the post-offer paid-up equity share capital of the company, respectively. The face value of equity shares is Rs.2 each. The offer price is 201 times the face value of the equity shares. The company, in consultation with the brlms, may consider a pre-ipo placement of specified securities aggregating up to Rs.430.00 crores, prior to filing of the pre-ipo placement, if undertaken, will be at a price to be decided by the company, in consultation with the brlms. if the pre-ipo placement is completed, the amount raised pursuant to the pre-ipo placement will be reduced from the fresh issue, subject to compliance with Rule 19(2)(b) of the of the securities contracts (regulation) rules, 1957, as amended (the "scrr"). The pre-ipo placement, if undertaken, shall not exceed 20% of the size of the fresh issue. Prior to the completion of the offer. The company shall appropriately intimate the subscribers to the pre-ipo placement, prior to allotment pursuant to the pre-ipo placement, that there is no guarantee that the company may proceed with the offer or the offer may be successful and will result in listing of the equity shares on the stock exchanges. Further, relevant disclosures in relation to such intimation to the subscribers to the pre-ipo placement (if Undertaken). A discount of Rs. 19 per equity share is being offered to eligible employees bidding in the employee reservation portion.