Tempsens Instruments (India) Ltd IPO
Status: Closed
Overview
IPO date
20 Aug 2026 to 24 Aug 2026
Face value
₹ 0 per share
Price
₹ 285 to ₹300 per share
Issue Size
21,666,666 shares
(aggregating up to ₹ 650 Cr)
(aggregating up to ₹ 650 Cr)
Allotment Date
25 Aug 2026
Listing at
NSE
Issue type
Book Building
Sector
Engineering
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T&C*
Strengths vs Risks of Tempsens Instruments (India) Ltd
Know the pros & cons
Strengths
- We are the largest manufacturer of contact and non-contact temperature sensors in India in terms of revenue and one of the largest manufacturers of electrical heaters in India with a focus on indigenisation resulting in high entry barriers.
- We have established research and development capabilities enabling customized, critical solutions and innovation.
- We have global presence through strategic alliances, diverse customer base, export sales and strong longstanding customer relationships.
- We have integrated global operations featuring backward integration, digital traceability, and stringent quality control.
- Our operations are led by the Promoters and supported by an experienced management team driving long-term business growth.
Risks
- The company's business is more dependent on Projects/OEM business which contributed 67.55%, 69.16%, and 63.99% of its revenue from operations (excluding scrap sale and export incentive) for Fiscals 2026, 2025, and 2024, respectively, with the remaining contributed by the company's MRO business, and adverse changes in either category may materially and adversely affect its business, financial condition, results of operations, and cash flows.
- The company's performance is influenced by demand trends in certain end-user industries, in particular, metal and petro chemical industries which collectively contributed 41.13%, 42.90%, and 41.52% of its revenue from operations (excluding scrap sale and export incentive) for Fiscals 2026, 2025, and 2024, respectively. Negative developments in these sectors may materially affect the company's business, results of operations and cash flows.
- Significant volatility, increases, fluctuations, shortages, or delays in the supply of primary raw materials may adversely impact the company's business, financial condition, results of operations, and cash flows, particularly for projectspecific or custom orders.
- Dependence on a limited group of suppliers and absence of definitive supply agreements for raw materials may increase the company's exposure to supply disruptions, with the potential to adversely affect its business, results of operations, and cash flows.
- Significant concentration of the company's manufacturing units at Udaipur in Rajasthan, India and operating risks at both domestic and international manufacturing units including infrastructure and location-specific shortcomings could result in disruptions that adversely affect its business, financial condition, results of operations, and cash flows.
- The company's reliance on Subsidiaries/Joint Ventures for international market entry and product launches may expose it to operational and strategic risks, potentially impacting the company's business, results of operations, and growth prospects.
- The company's ability to control and respond swiftly within its joint ventures is constrained by the need for majority consent or unanimous consent or consent of the company's joint venture partner on key business actions, which may lead to delays or limit the company's operational flexibility, potentially adversely affecting its business, results of operations, and growth prospects.
- The company's inability to maintain and protect its brand and business reputation could adversely affect the company's business, prospects and financial performance.
- Recognition of significant goodwill arising from the Marathon Heater amalgamation as at March 31, 2025 is a onetime event and may not be repeated in future periods. Any goodwill recognised in subsequent periods may arise from separate acquisitions and may not be comparable.
- The company's business is dependent on temperature sensing solutions, electrical heating solutions, and specialised cables, and adverse changes in demand for any vertical may materially and adversely affect its business, financial condition, results of operations, and cash flows.
- Despite the company's consistent growth in recent years, there can be no assurance that its will sustain this performance, as it is dependent on industry capex trends and timely execution of new product launches and developments.
- The company's financial and operational results for Fiscal 2026 and Fiscal 2025 are not directly comparable with previous periods, as they reflect the acquisition of Tempsens Instruments GmbH and Tempsens Polska sp. z o.o. in Fiscal 2026 and the amalgamation of Marathon Heater (India) Private Limited in Fiscal 2025, each of which changed its business profile.
- The company has substantial capital expenditure and working capital requirements and may requires additional capital and financing in the future and its operations could be curtailed if the company is unable to obtain the required additional capital and financing when needed.
- The company's business operations involve dealings with government entities, including those in sensitive sectors such as defence and space. Any delay, modification, cancellation, or adverse change in government policies, procurement processes, contract terms, or regulatory requirements applicable to its products could materially and adversely affect the company's business, results of operations, and financial condition.
- The company generated 28.52%, 26.70% and 21.49% of its revenue (excluding other operating revenue) from outside India for Fiscals 2026, 2025, and 2024, respectively. Any reduction in the demand or loss of business from the markets where the company export its products may have an adverse impact on the company's business, results of operations and cash flows.
- The company may not be successful in implementing its strategies, including increasing the company export sales and, expanding into newer geographies which may adversely affect its business, cash flows, results of operations and future prospects.
- The company may undertake acquisitions, investments, joint ventures, technical collaborations or other strategic alliances, which may have a material adverse effect on the company's ability to manage its business, and such undertakings may be unsuccessful.
- The company generated 18.59%, 23.68%, and 24.74% of its revenue from operations from the company's top 10 customers for Fiscals 2026, 2025, and 2024, respectively, and any reduction in demand or loss of business from these customers, even though the group may change year to year, may adversely impact its business, results of operations, and cash flows.
- The company's customers impose stringent performance requirements on it, including those related to quality and delivery. Failing to meet these requirements could result in product recalls, warranty liability claims, a reduced share of business, or the cancellation of current and future orders. Such outcomes could have a significant negative impact on the company's business, financial condition, operational results, and cash flows.
- Under-utilization of the company's manufacturing capacities and an inability to effectively utilize its expanded and proposed manufacturing capacities could have an adverse effect on the company's business, prospects, financial performance and cash flows.
- Issues or inconsistencies with the quality of raw materials supplied by vendors could adversely affect the company's product quality, business, and reputation.
- A significant portion of the company's key operational facilities, including its registered office, corporate office, manufacturing units, and several sales offices are located on leased or rented premises. The company's business, financial condition, and results of operations may be adversely affected if the company is unable to renew these leases on commercially favourable terms, face challenges in regulatory or contractual compliance, or encounter other issues relating to its leased or rented properties.
- The loss of certain independent certification and accreditation of the company's products and the manufacturing practices that the company has adopted could harm its business.
- Information relating to the company's annual installed capacity, actual production and the capacity utilization of its manufacturing units included in this Red Herring Prospectus is based on various assumptions and estimates and future production and capacity utilization may vary. Undue reliance should not be placed on the capacity information or historical capacity utilization data for the company's current manufacturing units included in this Red Herring Prospectus.
- The company's ability to access capital at attractive costs depends on its credit ratings. Non-availability of credit ratings or a poor rating may restrict the company's access to capital and thereby adversely affect its business, financial conditions, cash flows and results of operations.
- The company may not successfully protect its technical know-how, which may result in the loss of the company's competitive advantage.
- The company may not achieve the desired outcomes from its investments in research and development, which could adversely affect the company's business operations and financial performance.
- The Company, Subsidiaries, certain of its Promoters, Directors, Key Managerial Personnel and Senior Management are involved in legal proceedings. Any adverse decision in such proceedings may render it/them liable to liabilities/penalties and may adversely affect the company's brand image, business and results of operations.
- The company has acquired a controlling stake in Tempsens Instruments GmbH, Germany, which has a subsidiary in Poland. This acquisition involves certain operational and integration risks which could adversely affect its business and financial condition.
- The company depends on its Promoters, Key Managerial Personnel, Senior Management and other personnel with technical expertise. If the company is unable to recruit and retain qualified and skilled personnel, its business and the company's ability to operates or grow its business may be adversely affected.
- The company may be unable to adequately protect its intellectual property and may be subject to risks of infringement claims.
- The company has incurred indebtedness and an inability to comply with repayment and other covenants in the company's financing agreements could adversely affect its business, results of operations, cash flows and financial condition.
- The company is unable to trace some of its historical corporate records and corporate filings. Additionally, there are certain factual inaccuracies and discrepancies in some of the company's corporate records and corporate filings. Its cannot assure you that no legal proceedings or regulatory actions will be initiated against the Company in the future in relation to these matters, which may impact its financial condition and reputation.
- The company is exposed to counterparty credit risk. As of March 31, 2026, 2025, and 2024, its trade receivables were Rs.857.38 million, Rs. 642.41 million, and Rs. 455.55 million, respectively. Any delay in receiving payments or non-receipt of payments may adversely impact the company's business, financial condition, cash flows and results of operations.
- The company depends on third parties for transportation and timely delivery of its products to customers. Any disruption or failures by a third-party transport service provider could result in delays, increased costs, or other adverse consequences for the company's business.
- An inability to comply with health, safety and environmental laws and regulatory standards may adversely affect the company's business, financial condition and results of operations.
- The company requires certain licenses, permits and approvals in the ordinary course of business, and the failures to obtain or retain them in a timely manner may materially adversely affect its operations.
- The company's inability to accurately forecast demand for products that its manufacture and supply to the company's customers and manage its inventory may have an adverse effect on the company's business, results of operations, financial condition and cash flows.
- Exchange rate fluctuations may adversely affect the company's business, financial conditions, cash flows and results of operations.
- The company relies on imported machinery and raw materials, and any disruptions in their supply or changes in import duties or rates may materially and adversely affect its business, financial condition, results of operations, and cash flows.
- The company generated 71.48%, 73.30%, and 78.51% of its revenue (excluding other operating revenue) from within India for Fiscals 2026, 2025 and 2024, respectively. Any reduction in the demand or loss of business from within India may have an adverse impact on the company's business, results of operations and cash flows.
- The company has certain contingent liabilities (of Rs.17.39 million representing 0.35% of its Net Worth as at March 31, 2026) that have been disclosed in the company's financial statements, which if they materialize, may adversely affect its results of operations, cash flows and financial condition.
- The company enters into certain related party transactions in the ordinary course of its business and the company cannot assure you that such transactions will not have an adverse effect on its results of operation and financial condition.
- The company's funding requirements and the proposed deployment of gross proceeds are not appraised by any bank, financial institution, or any other independent agency, and the company has not entered into definitive agreements in relation to the objects of its Offer, which may affect the company's business and results of operations. Further, the schedule of the implementation of the Objects for which funds are being raised in the Offer, is subject to risk of unanticipated delays in implementation and cost overruns.
- The company cannot assure you that the Objects of the Offer will be achieved within the expected time frame, or at all, and any variation in the utilization of the Net Proceeds would be subject to certain compliance requirements, including prior shareholders' approval.
- There have been delays in payment of statutory dues by the Company and its Subsidiaries in Fiscals 2026, 2025, and 2024. Inability to make timely payment of the company's statutory dues could result it into paying interest on the delay in payment of statutory dues which could adversely affect the company's business, its results of operations and financial condition.
- Fraud, theft, employee negligence or similar incidents may adversely affect the company's results of operations and cash flows.
- Some of the company's subsidiaries have incurred losses in recent fiscal periods, and may continue to incur losses in the future, which could have a material adverse effect on its business, financial condition, results of operations and cash flows.
- If the company experiences a cyber-security breach or other security incident or unauthorized parties otherwise obtain access to its customers' data or other confidential data, the company may be perceived as not being secure, its reputation may be harmed, and the company may incur significant liabilities.
- The company's insurance coverage may not be adequate, or its may incur uninsured losses or losses in excess of the company's insurance coverage which may impact on its financial condition, cash flows and results in operations.
- Failures in internal control systems could cause operational errors which may have an adverse impact on the company's profitability.
- The company's business is manpower intensive. Its business may be adversely affected by work stoppages, increased wages demands by the company's employees, or increase in minimum wages across various states, and if the company is unable to engage new employees at commercially attractive terms.
- Failing to recognize and adapt to changing industry trends and customer preferences, or to create new products that address their needs, could have a significant negative impact on the company's business.
- The company operates in a competitive industry competing with different players across temperature sensing solutions, electrical heating solutions and specialized cables. Its inability to compete effectively in any of the company's product categories would be detrimental to its business and prospects for future growth.
- The company does not have any exact comparable listed peers in India. Accordingly, valuation of the Company as compared with other listed players in India, may not be comparable and could be higher on account of certain aspects.
- Technology failures could disrupt the company's operations and adversely affect its business operations and financial performance.
- The company's ability to invest in foreign subsidiaries or joint ventures is constrained by applicable restrictions under Indian overseas investment laws as well as laws of the relevant international jurisdictions, which could adversely affect its business prospects and international growth strategy.
- The company's subsidiary, Tempsens Gulf LLC, is subject to the United Arab Emirates federal corporate tax regime, which may adversely affect its profitability, cash flows and results of operations.
- The company's Promoters and members of its Promoter Group will continue to hold a significant equity stake in the Company after the Offer and their interests may differ from those of the other shareholders.
- The company's Promoters, certain of its Directors, Key Managerial Personnel and Senior Managerial Personnel may have interests other than reimbursement of expenses incurred and normal remuneration or benefits.
- Certain Group Companies and Promoter Group entities are empowered to engage in similar line of businesses as the Company.
- While the company's declared dividends during Fiscals 2026 and 2025, its cannot assure you that the company will continue to declare dividends in the future, which may impact investor perception.
- The company's eligibility for and realisation of government export incentives is subject to uncertainty and may be adversely affected by changes in government policy which could impact its business and operations.
- The Company will not receive any proceeds from the Offer for Sale.
- This Red Herring Prospectus contains information from third parties, including an industry report prepared by an independent third-party research agency, Frost & Sullivan, which the company has commissioned and paid for to confirm its understanding of the company's 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.
- The company has in this Red Herring Prospectus included certain non-generally accepted accounting principle financial measures ("Non-GAAP") and certain other industry measures related to its operations and financial performance. These Non-GAAP measures and industry measures may vary from any standard methodology that is applicable across the industry in which the company operates, and therefore may not be comparable with financial or industry related statistical information of similar nomenclature computed and presented by other companies.
- Significant differences exist between Ind AS and other accounting principles, such as U.S. GAAP and IFRS, which investors may be more familiar and may consider them material to their assessment of the company's financial condition.
- The average cost of acquisition of Equity Shares by the company's Promoters and Selling Shareholders may be less than the Offer Price.
- The Offer Price of the company's Equity Shares, price-to-earnings ratio and market capitalisation to total income may not be indicative of the trading price of the Equity Shares upon listing on the Stock Exchanges subsequent to the Offer and, as a result, you may lose a significant part or all of your investment.
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The IPO opens on 20 Aug 2026 & closes on 24 Aug 2026.
Tempsens Instruments (India) Limited was incorporated as a Private Limited Company on September 14, 1990, with the Registrar of Companies, Rajasthan. Subsequently, Company was converted into a Public Limited Company w.e.f. August 27, 2025 issued by the Central Processing Centre. Company is engaged as a manufacturer in the design of temperature sensing solutions, electrical heating solutions and specialised cable. These products play a critical role in ensuring the safe, efficient and reliable operation of manufacturing processes across diverse industries.
In year 1991, the Company was established as a partnership firm as M/s Tempsens' engaged in the business of manufacturing, purchase, supply and fixing of electronic instruments/industrial instruments and allied engineering goods. The firm was acquired by the Company in which was established in 1984 and then was established as a private limited company in 1990.
The Company started acting as an authorized distributor in India for certain manufacturers of electrical equipment situated in England, Germany and Netherlands in year 2000. It got registered as supplier of specialised temperature sensors with a public sector undertaking in 2002. The Company began manufacturing of thermocouple cables in 2009. It began production of mineral insulated cables in 2012, and further commenced the production of nickel alloys in 2016 and infrared pyrometers in 2018. In 2022, it supplied a furnace monitoring camera,2. The Company has amalgamated with Marathon Heater (India) Private Limited through a Scheme of Arrangement, making it effective from March 6, 2025.
The Company launched the IPO by issuing 21,666,666 equity shares having face value of Rs 4 each, and raised funds of Rs 650 crore, which comprises a fresh issue of 3,166,666 equity shares amounting to Rs 95 crore and the offer for sale of 18,500,000 equity shares amounting to Rs 555 crore on 24 August 2026.
Tempsens Instruments (India) Ltd IPO will close on 24 Aug 2026.
- We are the largest manufacturer of contact and non-contact temperature sensors in India in terms of revenue and one of the largest manufacturers of electrical heaters in India with a focus on indigenisation resulting in high entry barriers.
- We have established research and development capabilities enabling customized, critical solutions and innovation.
- We have global presence through strategic alliances, diverse customer base, export sales and strong longstanding customer relationships.
- We have integrated global operations featuring backward integration, digital traceability, and stringent quality control.
- Our operations are led by the Promoters and supported by an experienced management team driving long-term business growth.
| S.No | Promoters Name | Pre Issue Shares | Pre Issue Percentage | Post Issue Shares | Post Issue Percentage |
|---|---|---|---|---|---|
| 1 | Virendra Prakash Rathi | 12502750 | 15.5 | 12502750 | 14.91 |
| 2 | Vinay Rathi | 24196970 | 30 | 24196970 | 28.86 |
| 3 | Pratap Singh Talesara | 508475 | 0.63 | 508475 | 0.61 |
| 4 | Rathi Family Trust | 7663280 | 9.5 | 7663280 | 9.14 |
| 5 | Amit Talesara | 6852756 | 8.5 | 2037213 | 2.43 |
| 6 | Chandra Prakash Talesara | 6850940 | 8.49 | 3063220 | 3.65 |
| 7 | Puneet Talesara | 6369298 | 7.9 | 5074818 | 6.05 |
| 8 | Sonal Rathi | 1650 | --- | 1650 | --- |
| 9 | Aryan Rathi | 1100 | --- | 1100 | --- |
| 10 | Tanya Rathi | 275 | --- | 275 | --- |
- The company's business is more dependent on Projects/OEM business which contributed 67.55%, 69.16%, and 63.99% of its revenue from operations (excluding scrap sale and export incentive) for Fiscals 2026, 2025, and 2024, respectively, with the remaining contributed by the company's MRO business, and adverse changes in either category may materially and adversely affect its business, financial condition, results of operations, and cash flows.
- The company's performance is influenced by demand trends in certain end-user industries, in particular, metal and petro chemical industries which collectively contributed 41.13%, 42.90%, and 41.52% of its revenue from operations (excluding scrap sale and export incentive) for Fiscals 2026, 2025, and 2024, respectively. Negative developments in these sectors may materially affect the company's business, results of operations and cash flows.
- Significant volatility, increases, fluctuations, shortages, or delays in the supply of primary raw materials may adversely impact the company's business, financial condition, results of operations, and cash flows, particularly for projectspecific or custom orders.
- Dependence on a limited group of suppliers and absence of definitive supply agreements for raw materials may increase the company's exposure to supply disruptions, with the potential to adversely affect its business, results of operations, and cash flows.
- Significant concentration of the company's manufacturing units at Udaipur in Rajasthan, India and operating risks at both domestic and international manufacturing units including infrastructure and location-specific shortcomings could result in disruptions that adversely affect its business, financial condition, results of operations, and cash flows.
- The company's reliance on Subsidiaries/Joint Ventures for international market entry and product launches may expose it to operational and strategic risks, potentially impacting the company's business, results of operations, and growth prospects.
- The company's ability to control and respond swiftly within its joint ventures is constrained by the need for majority consent or unanimous consent or consent of the company's joint venture partner on key business actions, which may lead to delays or limit the company's operational flexibility, potentially adversely affecting its business, results of operations, and growth prospects.
- The company's inability to maintain and protect its brand and business reputation could adversely affect the company's business, prospects and financial performance.
- Recognition of significant goodwill arising from the Marathon Heater amalgamation as at March 31, 2025 is a onetime event and may not be repeated in future periods. Any goodwill recognised in subsequent periods may arise from separate acquisitions and may not be comparable.
- The company's business is dependent on temperature sensing solutions, electrical heating solutions, and specialised cables, and adverse changes in demand for any vertical may materially and adversely affect its business, financial condition, results of operations, and cash flows.
- Despite the company's consistent growth in recent years, there can be no assurance that its will sustain this performance, as it is dependent on industry capex trends and timely execution of new product launches and developments.
- The company's financial and operational results for Fiscal 2026 and Fiscal 2025 are not directly comparable with previous periods, as they reflect the acquisition of Tempsens Instruments GmbH and Tempsens Polska sp. z o.o. in Fiscal 2026 and the amalgamation of Marathon Heater (India) Private Limited in Fiscal 2025, each of which changed its business profile.
- The company has substantial capital expenditure and working capital requirements and may requires additional capital and financing in the future and its operations could be curtailed if the company is unable to obtain the required additional capital and financing when needed.
- The company's business operations involve dealings with government entities, including those in sensitive sectors such as defence and space. Any delay, modification, cancellation, or adverse change in government policies, procurement processes, contract terms, or regulatory requirements applicable to its products could materially and adversely affect the company's business, results of operations, and financial condition.
- The company generated 28.52%, 26.70% and 21.49% of its revenue (excluding other operating revenue) from outside India for Fiscals 2026, 2025, and 2024, respectively. Any reduction in the demand or loss of business from the markets where the company export its products may have an adverse impact on the company's business, results of operations and cash flows.
- The company may not be successful in implementing its strategies, including increasing the company export sales and, expanding into newer geographies which may adversely affect its business, cash flows, results of operations and future prospects.
- The company may undertake acquisitions, investments, joint ventures, technical collaborations or other strategic alliances, which may have a material adverse effect on the company's ability to manage its business, and such undertakings may be unsuccessful.
- The company generated 18.59%, 23.68%, and 24.74% of its revenue from operations from the company's top 10 customers for Fiscals 2026, 2025, and 2024, respectively, and any reduction in demand or loss of business from these customers, even though the group may change year to year, may adversely impact its business, results of operations, and cash flows.
- The company's customers impose stringent performance requirements on it, including those related to quality and delivery. Failing to meet these requirements could result in product recalls, warranty liability claims, a reduced share of business, or the cancellation of current and future orders. Such outcomes could have a significant negative impact on the company's business, financial condition, operational results, and cash flows.
- Under-utilization of the company's manufacturing capacities and an inability to effectively utilize its expanded and proposed manufacturing capacities could have an adverse effect on the company's business, prospects, financial performance and cash flows.
- Issues or inconsistencies with the quality of raw materials supplied by vendors could adversely affect the company's product quality, business, and reputation.
- A significant portion of the company's key operational facilities, including its registered office, corporate office, manufacturing units, and several sales offices are located on leased or rented premises. The company's business, financial condition, and results of operations may be adversely affected if the company is unable to renew these leases on commercially favourable terms, face challenges in regulatory or contractual compliance, or encounter other issues relating to its leased or rented properties.
- The loss of certain independent certification and accreditation of the company's products and the manufacturing practices that the company has adopted could harm its business.
- Information relating to the company's annual installed capacity, actual production and the capacity utilization of its manufacturing units included in this Red Herring Prospectus is based on various assumptions and estimates and future production and capacity utilization may vary. Undue reliance should not be placed on the capacity information or historical capacity utilization data for the company's current manufacturing units included in this Red Herring Prospectus.
- The company's ability to access capital at attractive costs depends on its credit ratings. Non-availability of credit ratings or a poor rating may restrict the company's access to capital and thereby adversely affect its business, financial conditions, cash flows and results of operations.
- The company may not successfully protect its technical know-how, which may result in the loss of the company's competitive advantage.
- The company may not achieve the desired outcomes from its investments in research and development, which could adversely affect the company's business operations and financial performance.
- The Company, Subsidiaries, certain of its Promoters, Directors, Key Managerial Personnel and Senior Management are involved in legal proceedings. Any adverse decision in such proceedings may render it/them liable to liabilities/penalties and may adversely affect the company's brand image, business and results of operations.
- The company has acquired a controlling stake in Tempsens Instruments GmbH, Germany, which has a subsidiary in Poland. This acquisition involves certain operational and integration risks which could adversely affect its business and financial condition.
- The company depends on its Promoters, Key Managerial Personnel, Senior Management and other personnel with technical expertise. If the company is unable to recruit and retain qualified and skilled personnel, its business and the company's ability to operates or grow its business may be adversely affected.
- The company may be unable to adequately protect its intellectual property and may be subject to risks of infringement claims.
- The company has incurred indebtedness and an inability to comply with repayment and other covenants in the company's financing agreements could adversely affect its business, results of operations, cash flows and financial condition.
- The company is unable to trace some of its historical corporate records and corporate filings. Additionally, there are certain factual inaccuracies and discrepancies in some of the company's corporate records and corporate filings. Its cannot assure you that no legal proceedings or regulatory actions will be initiated against the Company in the future in relation to these matters, which may impact its financial condition and reputation.
- The company is exposed to counterparty credit risk. As of March 31, 2026, 2025, and 2024, its trade receivables were Rs.857.38 million, Rs. 642.41 million, and Rs. 455.55 million, respectively. Any delay in receiving payments or non-receipt of payments may adversely impact the company's business, financial condition, cash flows and results of operations.
- The company depends on third parties for transportation and timely delivery of its products to customers. Any disruption or failures by a third-party transport service provider could result in delays, increased costs, or other adverse consequences for the company's business.
- An inability to comply with health, safety and environmental laws and regulatory standards may adversely affect the company's business, financial condition and results of operations.
- The company requires certain licenses, permits and approvals in the ordinary course of business, and the failures to obtain or retain them in a timely manner may materially adversely affect its operations.
- The company's inability to accurately forecast demand for products that its manufacture and supply to the company's customers and manage its inventory may have an adverse effect on the company's business, results of operations, financial condition and cash flows.
- Exchange rate fluctuations may adversely affect the company's business, financial conditions, cash flows and results of operations.
- The company relies on imported machinery and raw materials, and any disruptions in their supply or changes in import duties or rates may materially and adversely affect its business, financial condition, results of operations, and cash flows.
- The company generated 71.48%, 73.30%, and 78.51% of its revenue (excluding other operating revenue) from within India for Fiscals 2026, 2025 and 2024, respectively. Any reduction in the demand or loss of business from within India may have an adverse impact on the company's business, results of operations and cash flows.
- The company has certain contingent liabilities (of Rs.17.39 million representing 0.35% of its Net Worth as at March 31, 2026) that have been disclosed in the company's financial statements, which if they materialize, may adversely affect its results of operations, cash flows and financial condition.
- The company enters into certain related party transactions in the ordinary course of its business and the company cannot assure you that such transactions will not have an adverse effect on its results of operation and financial condition.
- The company's funding requirements and the proposed deployment of gross proceeds are not appraised by any bank, financial institution, or any other independent agency, and the company has not entered into definitive agreements in relation to the objects of its Offer, which may affect the company's business and results of operations. Further, the schedule of the implementation of the Objects for which funds are being raised in the Offer, is subject to risk of unanticipated delays in implementation and cost overruns.
- The company cannot assure you that the Objects of the Offer will be achieved within the expected time frame, or at all, and any variation in the utilization of the Net Proceeds would be subject to certain compliance requirements, including prior shareholders' approval.
- There have been delays in payment of statutory dues by the Company and its Subsidiaries in Fiscals 2026, 2025, and 2024. Inability to make timely payment of the company's statutory dues could result it into paying interest on the delay in payment of statutory dues which could adversely affect the company's business, its results of operations and financial condition.
- Fraud, theft, employee negligence or similar incidents may adversely affect the company's results of operations and cash flows.
- Some of the company's subsidiaries have incurred losses in recent fiscal periods, and may continue to incur losses in the future, which could have a material adverse effect on its business, financial condition, results of operations and cash flows.
- If the company experiences a cyber-security breach or other security incident or unauthorized parties otherwise obtain access to its customers' data or other confidential data, the company may be perceived as not being secure, its reputation may be harmed, and the company may incur significant liabilities.
- The company's insurance coverage may not be adequate, or its may incur uninsured losses or losses in excess of the company's insurance coverage which may impact on its financial condition, cash flows and results in operations.
- Failures in internal control systems could cause operational errors which may have an adverse impact on the company's profitability.
- The company's business is manpower intensive. Its business may be adversely affected by work stoppages, increased wages demands by the company's employees, or increase in minimum wages across various states, and if the company is unable to engage new employees at commercially attractive terms.
- Failing to recognize and adapt to changing industry trends and customer preferences, or to create new products that address their needs, could have a significant negative impact on the company's business.
- The company operates in a competitive industry competing with different players across temperature sensing solutions, electrical heating solutions and specialized cables. Its inability to compete effectively in any of the company's product categories would be detrimental to its business and prospects for future growth.
- The company does not have any exact comparable listed peers in India. Accordingly, valuation of the Company as compared with other listed players in India, may not be comparable and could be higher on account of certain aspects.
- Technology failures could disrupt the company's operations and adversely affect its business operations and financial performance.
- The company's ability to invest in foreign subsidiaries or joint ventures is constrained by applicable restrictions under Indian overseas investment laws as well as laws of the relevant international jurisdictions, which could adversely affect its business prospects and international growth strategy.
- The company's subsidiary, Tempsens Gulf LLC, is subject to the United Arab Emirates federal corporate tax regime, which may adversely affect its profitability, cash flows and results of operations.
- The company's Promoters and members of its Promoter Group will continue to hold a significant equity stake in the Company after the Offer and their interests may differ from those of the other shareholders.
- The company's Promoters, certain of its Directors, Key Managerial Personnel and Senior Managerial Personnel may have interests other than reimbursement of expenses incurred and normal remuneration or benefits.
- Certain Group Companies and Promoter Group entities are empowered to engage in similar line of businesses as the Company.
- While the company's declared dividends during Fiscals 2026 and 2025, its cannot assure you that the company will continue to declare dividends in the future, which may impact investor perception.
- The company's eligibility for and realisation of government export incentives is subject to uncertainty and may be adversely affected by changes in government policy which could impact its business and operations.
- The Company will not receive any proceeds from the Offer for Sale.
- This Red Herring Prospectus contains information from third parties, including an industry report prepared by an independent third-party research agency, Frost & Sullivan, which the company has commissioned and paid for to confirm its understanding of the company's 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.
- The company has in this Red Herring Prospectus included certain non-generally accepted accounting principle financial measures ("Non-GAAP") and certain other industry measures related to its operations and financial performance. These Non-GAAP measures and industry measures may vary from any standard methodology that is applicable across the industry in which the company operates, and therefore may not be comparable with financial or industry related statistical information of similar nomenclature computed and presented by other companies.
- Significant differences exist between Ind AS and other accounting principles, such as U.S. GAAP and IFRS, which investors may be more familiar and may consider them material to their assessment of the company's financial condition.
- The average cost of acquisition of Equity Shares by the company's Promoters and Selling Shareholders may be less than the Offer Price.
- The Offer Price of the company's Equity Shares, price-to-earnings ratio and market capitalisation to total income may not be indicative of the trading price of the Equity Shares upon listing on the Stock Exchanges subsequent to the Offer and, as a result, you may lose a significant part or all of your investment.
The Issue type of Tempsens Instruments (India) Ltd is Book Building.
The minimum application for shares of Tempsens Instruments (India) Ltd is 50.
The total shares issue of Tempsens Instruments (India) Ltd is 21666666.
Initial public offering of 21,666,666 equity shares of face value of Rs. 4 each ("Equity Shares") of Tempsens Instruments (India) Limited (the "Company" or the "Company" or the "Issuer") for cash at a price of Rs. 300 per equity share (including a share premium of Rs. 296 per equity share) (the "Offer Price") aggregating to Rs. 650 Crores (the "Offer") comprising a fresh issue of 3,166,666 equity shares aggregating to Rs. 95.00 Crores by the company (the "Fresh Issue") and an offer for sale of 18,500,000 equity shares of face value of Rs. 4 each aggregating to Rs. 555 Crores comprising an offer for sale of 4,815,543 equity shares of face value of Rs. 4 each aggregating to Rs. 144.47 Crores by Amit Talesara, 1,294,480 equity shares of face value of Rs. 4 each aggregating to Rs. 38.83 Crores by Puneet Talesara, and 3,787,720 equity shares of face value of Rs. 4 each aggregating to Rs. 113.63 Crores by Chandra Prakash Talesara (together with Puneet Talesara and Amit Talesara, the "Promoter Group Selling Shareholders") and 3,787,720 equity shares of face value of Rs. 4 each aggregating to Rs. 113.63 Crores by Ankit Talesara and 4,814,537 equity shares of face value of Rs. 4 each aggregating to Rs. 144.44 Crores by Nirmal Kumar Pande (together with Ankit Talesara, the "Other Selling Shareholders", and together with the promoter group selling shareholders, the "Selling Shareholders", and such offer for sale of equity shares by the selling shareholders, the "Offer For Sale").
The offer includes a reservation of 50,000 equity shares, aggregating to Rs. 1.5 Crores (constituting to 0.06% of the post-offer paid-up equity share capital). For subscription by eligible employees (the "Employee Reservation Portion"). The offer less the employee reservation portion is hereinafter referred to as the "Net Offer". The offer and the net offer constitutes 25.85% and 25.79% of the post-offer paid-up equity share capital of the company, respectively.
Price Band: Rs. 300 per equity share of face value of Rs. 4 each.
The floor price is 75 times the face value of the equity shares.
Bids can be made for a minimum of 50 equity shares of face value of Rs. 4 each and in multiples of 50 equity shares of face value of Rs. 4 each thereafter.