MainboardDRHP filedOffer-document study

Cotec Healthcare Limited IPO

DRHP 10 Sep 2025

DRHP filed
10 Sep 2025

Cotec Healthcare Limited: what the offer document says

A Roorkee, Uttarakhand contract manufacturer of generic medicines in 24 dosage forms is making an offer of ₹2,950 million of new shares, mostly for a ₹2,262 million new plant, plus 6,000,000 shares sold by its two promoters. Revenue grew from ₹824 million in FY23 to ₹1,922 million in FY25 and profit quadrupled to ₹200 million. The new plant costs almost four times the company's net worth, while its main tablet lines ran at 65% in FY25.

Published 21 Sep 2026 · 1,299 words · read from the DRHP

01At a glance

What the company does — contract development and manufacturing of off-patent medicines, including complex generics and modified-release forms, through formulation, loan licensing and commercial manufacturing, across injectables, tablets, capsules, ointments, eye drops, ampoules, vials, syrups and infusions (DRHP p.28). The F&S report it cites calls it India's second-largest CDMO by number of dosage forms, with 24 formulation types, among peers assessed (DRHP p.28).

Who pays it — pharmaceutical companies and institutional buyers: 154 customers in FY25, with the top ten at 67.34% of revenue; named customers include German Remedies (a Zydus Healthcare subsidiary), Albert David and Bion Therapeutics (DRHP p.37, DRHP p.38).

Why it is raising money — up to ₹2,262.49 million for a new project to expand capacity and make new products, and the rest for general purposes (DRHP p.29).

How fast it has grown — revenue from ₹824 million in FY23 to ₹1,380 million in FY24 and ₹1,922 million in FY25 (DRHP p.30).

The one thing to understand — a small, fast-growing contract maker planning a large leap. The new project — an oral-solids block, an oncology unit, a penicillin range, a small-volume-parenteral block and sterile lines — is due to start production by July 2027 and costs about 3.8 times March 2025 net worth (DRHP p.30, DRHP p.49, our arithmetic).

02The business, in plain words

A pharmaceutical contract manufacturer makes medicines to other companies' orders — under their brands or licences — in its own plant, earning a conversion margin on each batch.

A pharma company wants to launch a generic tablet without building a plant → it contracts Cotec to formulate and manufacture it → Cotec makes the batches at Roorkee to the client's specification → the client markets the medicine and pays Cotec for the supplies.

Earnings equation: Profit ≈ batches made × (price − API, excipient and packing cost) − plant overheads − interest. EBITDA margin was 16.36% in FY25 (DRHP p.122).

03Where the money comes from

MeasureFY23FY24FY25
Customers served122177154
Top ten customers' share70.37%61.64%67.34%
General-tablet capacity used78.26%86.03%64.84%
Capsule capacity used31.36%48.94%65.55%

Source: DRHP p.37, DRHP p.59.

04The growth record

₹ million, restated consolidatedFY23FY24FY25
Revenue from operations824.231,379.961,922.36
EBITDA95.14171.19314.42
EBITDA margin11.54%12.41%16.36%
Profit after tax50.32104.60200.00
Cash from operations68.5270.07106.11

Source: DRHP p.30, DRHP p.122, DRHP p.335.

05What the growth is made of

Volume across dosage forms. Revenue grew 52.72% a year over two years and EBITDA 81.79% (DRHP p.122). General-tablet capacity was raised from 2,052.50 million to 2,272.50 million units in FY25 and a calcium-tablet line of 818.10 million units was added (DRHP p.59).

06Earnings quality

Operating cash flow of ₹244.70 million over FY23 to FY25 compares with profit of ₹354.92 million (our arithmetic, DRHP p.30, DRHP p.335). In FY25 trade receivables rose by ₹206.48 million and inventory by ₹74.67 million (DRHP p.335). Bank guarantees issued were ₹187.58 million at March 2025 (DRHP p.32).

07The balance sheet

₹ millionMar 2023Mar 2024Mar 2025
Net worth283.43388.99589.73
Total borrowings112.40154.85260.72
Debt to equity0.400.400.44

Source: DRHP p.30, DRHP p.122.

08What the money is for

Use of net proceeds₹ million
New project to expand capacity and add productsup to 2,262.49
General corporate purposesnot yet stated

Source: DRHP p.29. Commercial production is estimated to begin by July 2027 (DRHP p.49).

09Who is selling

SellerShares offeredHolding before the offer
Harsh Tiwari (promoter)up to 3,000,00073.72%
Vandana Tiwari (promoter)up to 3,000,00024.37%

Source: DRHP p.29. The shares offered are about 5.3% of the company's equity (our arithmetic).

10Promoters

The promoters are Harsh Tiwari and Vandana Tiwari (DRHP p.28). Two criminal proceedings are pending against the promoters and two against directors, with amounts not quantifiable (DRHP p.31). The weighted average cost of shares transacted in the last year was ₹3.42 (DRHP p.34).

11Who already owns it

Holder, before the offerShare
Harsh Tiwari73.72%
Vandana Tiwari24.37%
Harsh Tiwari HUF1.90%
Two family membersnegligible

Source: DRHP p.29. The company had seven shareholders at the DRHP date (DRHP p.30).

12What changed just before the IPO

  • Share split and bonus — share counts are adjusted for a sub-division and bonus (DRHP p.30).
  • Margins — EBITDA margin up from 12.41% to 16.36% in FY25 (DRHP p.122).
  • Capacity — new calcium-tablet line in FY25 (DRHP p.59).

13Capacity and expansion

One manufacturing facility at Roorkee, with general tablets at 64.84%, capsules at 65.55% and liquids at 40.58% of capacity in FY25 (DRHP p.59). The new project adds oncology, penicillin, small-volume parenteral and sterile capacity (DRHP p.49).

14Market size and industry structure

The F&S report cited in the offer document projects the Indian pharmaceutical market to grow about 9.5% a year from 2024 to 2029, reaching USD 38.3 billion (DRHP p.28). Those projections are F&S's, and newboard has not tested them.

15Competitive position

What the document claims, and what it rests on:

  • Breadth of dosage forms — 24 types, citing F&S (DRHP p.28).
  • Returns — return on net worth of 33.91% in FY25 (DRHP p.122).

Against that: customer concentration, supplier dependence, the execution risk of a large new plant, and one existing facility (DRHP p.37, DRHP p.40, DRHP p.49).

16Peers the company named

Company, FY25Revenue, ₹ mnEBITDA marginRoNW
Cotec Healthcare1,922.3616.36%33.91%
Sai Life Sciences16,945.7023.94%7.99%
Innova Captab12,436.7614.97%13.37%
Windlas Biotech7,598.7812.38%12.06%

Source: DRHP p.124. The peers' P/E ranges from 34.50 to 41.71, average 38.11 (DRHP p.120).

No P/E is possible for the company until a price band is set.

17Risks, in plain words

  • New plant. ₹2.26 billion of new capacity to be built (DRHP p.49).
  • Customers. Ten customers were 67% of FY25 revenue (DRHP p.37).
  • Suppliers. APIs and excipients bought without long-term contracts (DRHP p.40).
  • Utilisation. Existing lines well below capacity (DRHP p.59).
  • One facility. All current production is at Roorkee (DRHP p.60).

18Litigation and regulatory matters

Proceedings outstandingCount₹ million
Against the company — criminal3not quantifiable
Against promoters — criminal2not quantifiable
Against directors — criminal2not quantifiable
By the company — criminal, civil2, 1not quantifiable

Source: DRHP p.31.

20What the offer document does not say

In the sections read for this study, the document does not give:

  • What the criminal proceedings against the company and promoters concern, in the pages read.
  • Where the new project will be built, in the pages read.
  • How the new capacity will be filled, given current utilisation, in the pages read.
  • Who the other top customers are, since consent was not given (DRHP p.38).
  • The price band, lot size or issue dates, which is normal at DRHP stage.

21Five questions for management

  1. Why build a large new plant when tablet lines ran at 65% in FY25?
  2. What are the criminal proceedings against the company and its promoters?
  3. Which customers are committed to the oncology and penicillin lines?
  4. How will the company fund cost overruns on the project?
  5. Why did the number of customers fall from 177 to 154 in FY25?

1Sources and cited facts

This study was read from 1 document the company filed. The 29 figures it cites are listed under the document each came from, with the page and the sentence as printed.

Cotec Healthcare Limited DRHPdrhp · filed 2025-09-1029 facts
  1. 1
    At a glanceWhat the company does** — contract development and manufacturing of off-patent medicines, including complex generics and modified-release forms, through formulation, loan licensing and commercial manufacturing, across injectables, tablets, capsules, ointments, eye drops, ampoules, vials, syrups and p.28

    What the company does** — contract development and manufacturing of off-patent medicines, including complex generics and modified-release forms, through formulation, loan licensing and commercial manufacturing, across injectables, tablets, capsules, ointments, eye drops, ampoules, vials, syrups and infusions (DRHP p.28).

  2. 2
    At a glanceThe F&S report it cites calls it India's second-largest CDMO by number of dosage forms, with 24 formulation types, among peers assessed (DRHP p.28).p.28

    The F&S report it cites calls it India's second-largest CDMO by number of dosage forms, with 24 formulation types, among peers assessed (DRHP p.28).

  3. 3
    At a glanceWhy it is raising money** — up to ₹2,262.49 million for a new project to expand capacity and make new products, and the rest for general purposes (DRHP p.29).p.29

    Why it is raising money** — up to ₹2,262.49 million for a new project to expand capacity and make new products, and the rest for general purposes (DRHP p.29).

  4. 4
    At a glanceHow fast it has grown** — revenue from ₹824 million in FY23 to ₹1,380 million in FY24 and ₹1,922 million in FY25 (DRHP p.30).p.30

    How fast it has grown** — revenue from ₹824 million in FY23 to ₹1,380 million in FY24 and ₹1,922 million in FY25 (DRHP p.30).

  5. 5
    The business, in plain wordsEBITDA margin was 16.36% in FY25 (DRHP p.122).p.122

    EBITDA margin was 16.36% in FY25 (DRHP p.122).

  6. 6
    What the growth is made ofRevenue grew 52.72% a year over two years and EBITDA 81.79% (DRHP p.122).p.122

    Revenue grew 52.72% a year over two years and EBITDA 81.79% (DRHP p.122).

  7. 7
    What the growth is made ofGeneral-tablet capacity was raised from 2,052.50 million to 2,272.50 million units in FY25 and a calcium-tablet line of 818.10 million units was added (DRHP p.59).p.59

    General-tablet capacity was raised from 2,052.50 million to 2,272.50 million units in FY25 and a calcium-tablet line of 818.10 million units was added (DRHP p.59).

  8. 8
    Earnings qualityIn FY25 trade receivables rose by ₹206.48 million and inventory by ₹74.67 million (DRHP p.335).p.335

    In FY25 trade receivables rose by ₹206.48 million and inventory by ₹74.67 million (DRHP p.335).

  9. 9
    Earnings qualityBank guarantees issued were ₹187.58 million at March 2025 (DRHP p.32).p.32

    Bank guarantees issued were ₹187.58 million at March 2025 (DRHP p.32).

  10. 10
    What the money is forCommercial production is estimated to begin by July 2027 (DRHP p.49).p.49

    Commercial production is estimated to begin by July 2027 (DRHP p.49).

  11. 11
    PromotersThe promoters are Harsh Tiwari and Vandana Tiwari (DRHP p.28).p.28

    The promoters are Harsh Tiwari and Vandana Tiwari (DRHP p.28).

  12. 12
    PromotersTwo criminal proceedings are pending against the promoters and two against directors, with amounts not quantifiable (DRHP p.31).p.31

    Two criminal proceedings are pending against the promoters and two against directors, with amounts not quantifiable (DRHP p.31).

  13. 13
    PromotersThe weighted average cost of shares transacted in the last year was ₹3.42 (DRHP p.34).p.34

    The weighted average cost of shares transacted in the last year was ₹3.42 (DRHP p.34).

  14. 14
    Who already owns itThe company had seven shareholders at the DRHP date (DRHP p.30).p.30

    The company had seven shareholders at the DRHP date (DRHP p.30).

  15. 15
    What changed just before the IPOShare split and bonus** — share counts are adjusted for a sub-division and bonus (DRHP p.30).p.30

    Share split and bonus** — share counts are adjusted for a sub-division and bonus (DRHP p.30).

  16. 16
    What changed just before the IPOMargins** — EBITDA margin up from 12.41% to 16.36% in FY25 (DRHP p.122).p.122

    Margins** — EBITDA margin up from 12.41% to 16.36% in FY25 (DRHP p.122).

  17. 17
    What changed just before the IPOCapacity** — new calcium-tablet line in FY25 (DRHP p.59).p.59

    Capacity** — new calcium-tablet line in FY25 (DRHP p.59).

  18. 18
    Capacity and expansionOne manufacturing facility at Roorkee, with general tablets at 64.84%, capsules at 65.55% and liquids at 40.58% of capacity in FY25 (DRHP p.59).p.59

    One manufacturing facility at Roorkee, with general tablets at 64.84%, capsules at 65.55% and liquids at 40.58% of capacity in FY25 (DRHP p.59).

  19. 19
    Capacity and expansionThe new project adds oncology, penicillin, small-volume parenteral and sterile capacity (DRHP p.49).p.49

    The new project adds oncology, penicillin, small-volume parenteral and sterile capacity (DRHP p.49).

  20. 20
    Market size and industry structureThe F&S report cited in the offer document projects the Indian pharmaceutical market to grow about 9.5% a year from 2024 to 2029, reaching USD 38.3 billion (DRHP p.28).p.28

    The F&S report cited in the offer document projects the Indian pharmaceutical market to grow about 9.5% a year from 2024 to 2029, reaching USD 38.3 billion (DRHP p.28).

  21. 21
    Competitive positionBreadth of dosage forms** — 24 types, citing F&S (DRHP p.28).p.28

    Breadth of dosage forms** — 24 types, citing F&S (DRHP p.28).

  22. 22
    Competitive positionReturns** — return on net worth of 33.91% in FY25 (DRHP p.122).p.122

    Returns** — return on net worth of 33.91% in FY25 (DRHP p.122).

  23. 23
    Peers the company namedThe peers' P/E ranges from 34.50 to 41.71, average 38.11 (DRHP p.120).p.120

    The peers' P/E ranges from 34.50 to 41.71, average 38.11 (DRHP p.120).

  24. 24
    Risks, in plain wordsNew plant.** ₹2.26 billion of new capacity to be built (DRHP p.49).p.49

    New plant.** ₹2.26 billion of new capacity to be built (DRHP p.49).

  25. 25
    Risks, in plain wordsCustomers.** Ten customers were 67% of FY25 revenue (DRHP p.37).p.37

    Customers.** Ten customers were 67% of FY25 revenue (DRHP p.37).

  26. 26
    Risks, in plain wordsSuppliers.** APIs and excipients bought without long-term contracts (DRHP p.40).p.40

    Suppliers.** APIs and excipients bought without long-term contracts (DRHP p.40).

  27. 27
    Risks, in plain wordsUtilisation.** Existing lines well below capacity (DRHP p.59).p.59

    Utilisation.** Existing lines well below capacity (DRHP p.59).

  28. 28
    Risks, in plain wordsOne facility.** All current production is at Roorkee (DRHP p.60).p.60

    One facility.** All current production is at Roorkee (DRHP p.60).

  29. 29
    What the offer document does not sayWho the other top customers are**, since consent was not given (DRHP p.38).p.38

    Who the other top customers are**, since consent was not given (DRHP p.38).

Not on this page yet: the peer table the issuer printed. Each is added when the pipeline extracts it from the offer document.