EAAA India Alternatives Limited IPO

01At a glance

EAAA India Alternatives IPO date, price band and lot size

• Price band: ₹1,585 to ₹1,665 a share, from NSE's issue page; the prospectus leaves the price blank (RHP p.1).
• Lot size: 9 shares, from NSE's issue page, so one lot costs ₹14,985 at the upper band (our arithmetic).
• Dates: anchor bidding on October 23, 2026; the offer opens on October 26, 2026 and closes on October 28, 2026 (RHP p.1).
• Size: an offer for sale of up to ₹1,200.0 crore by Edelweiss Securities and Investments Private Limited and no fresh issue (RHP p.1). At the upper band that is 72,07,207 shares, about 11.1% of the 6,46,55,246 shares in issue (our arithmetic, RHP p.80).
• Who gets the shares: not more than 50% for qualified institutions, not less than 15% for non-institutional bidders and not less than 35% for retail individual bidders (RHP p.2).
• Lead managers: Axis Capital, Jefferies India, Motilal Oswal Investment Advisors and Nuvama Wealth Management (RHP p.1).

What the company does: manages alternative investment funds in two main lines, real assets (infrastructure and commercial real estate, through equity, quasi-equity and debt) and private credit, plus portfolio management services for co-investment; commitments under its active funds were ₹95,344.9 crore at June 30, 2026 (RHP p.231).

Who pays it: the funds it manages and the investors in them: 11,009 client relationships at June 2026, institutions such as pension funds, insurers and banks for 49.32% of AUM and wealthy individuals, family offices and companies for 50.68% (RHP p.231). Fees are earned on fee-paying AUM of ₹48,623.2 crore (RHP p.146).

Why it is raising money: it is not. All the money goes to the selling promoter, after the offer expenses it bears (RHP p.140).

How fast it has grown: total income from ₹584.3 crore in FY24 to ₹963.8 crore in FY26 and profit after tax from ₹175.2 crore to ₹265.2 crore (RHP p.146); our arithmetic puts the yearly growth at about 28.4% for total income and 23.0% for profit (our arithmetic, RHP p.146).

The one thing to understand: about three tenths of the income is a performance share that swings and is booked before it is received. Variable additional return was 30.14% of FY26 total income (RHP p.24); of ₹684.7 crore booked from FY24 to June 2026, ₹397.7 crore had been received in cash (RHP p.24). At the upper band the issue is priced at 40.6 times FY26 profit (our arithmetic, RHP p.85).

02The business, in plain words

What EAAA India Alternatives does

The company was incorporated in Mumbai on May 14, 2008 as Edelweiss Alternative Asset Advisors Limited, a public limited company, and took its present name in August 2024 (RHP p.2). It is a subsidiary of Edelweiss Securities and Investments Private Limited, within the Edelweiss Financial Services group (RHP p.127, RHP p.298).

Its lines of business at June 30, 2026 (RHP p.232):

• Real assets: infrastructure yield, commercial real estate yield, perpetual capital and energy transition funds; 10 active funds including two infrastructure investment trusts, with fee-paying AUM of ₹28,039.9 crore.
• Private credit: performing credit, special situations, real estate credit and investment-grade credit; 16 active funds, with fee-paying AUM of ₹19,272.4 crore.
• Others: portfolio management services for co-investment and other products, ₹1,310.9 crore of fee-paying AUM.

A wholly owned subsidiary, Sekura India Management Limited, runs and maintains the assets the funds own (RHP p.231). The teams were 85 in investment, 58 in asset operations, 13 in client coverage and 108 in corporate functions at June 2026 (RHP p.233).

An insurer or a family office commits money to an EAAA fund → the fund lends to a company or buys a road or office block → the company charges a yearly fee on the committed or invested money → when the fund beats its hurdle rate the company earns a variable additional return, and it earns GP income on its own stake in the fund.

Earnings equation: Profit ≈ fee-paying AUM × fee yield + variable additional return + GP income − staff and other costs − interest. The fee yield was 1.47% in FY24, 1.49% in FY25 and 1.47% in FY26 (RHP p.236). Variable additional return is booked only from three years after a fund's first close and only once the fund is at 1.25 times its hurdle rate (RHP p.24).

03Where the money comes from

Total income by stream, ₹ crore (RHP p.235):

• Fees were 68.12% of total income in FY24 and 60.08% in FY26 (RHP p.235).
• Variable additional return was 16.19% in FY24 and 30.14% in FY26, and 32.41% in the three months to June 2026 (RHP p.24).

Fee-paying AUM by line, ₹ crore (RHP p.233):

EAAA India Alternatives customers: how concentrated the revenue is

Source: RHP p.52.

• The top 10 clients held 26.20% of fee-paying AUM at June 30, 2026; the prospectus gives this for one date only (RHP p.28).
• Repeat clients' commitments were 77% of AUM at June 2026 (RHP p.231).
• Clients with commitments above ₹500 crore numbered 18 in FY24 and 31 at June 2026 (RHP p.235).

Revenue does not depend on one client: the ten largest hold about a quarter of fee-paying AUM, and a third of the commitments come from abroad.

04The growth record

EAAA India Alternatives financials: revenue, profit and margins

Source: RHP p.85, RHP p.146, RHP p.29. The operating profit line is our arithmetic: profit before tax plus finance costs and depreciation (RHP p.85).

Source: RHP p.146.

• Revenue from operations grew about 32.9% a year from FY24 to FY26 (our arithmetic, RHP p.85).
• Operating profit before interest, depreciation and tax grew about 26.5% a year (our arithmetic, RHP p.85).
• Profit after tax grew about 23.0% a year (our arithmetic, RHP p.146).
• The operating margin on total income moved from 43.56% to 42.29%, down 127 basis points (our arithmetic, RHP p.85).
• FY26 profit before tax is after an exceptional charge of ₹9.9 crore for the new labour codes (RHP p.85).
• In the three months to June 2026, total income was ₹336.1 crore and profit ₹80.7 crore (RHP p.146).

05What the growth is made of

• Fee-paying AUM rose from ₹30,398.0 crore in FY24 to ₹44,710.4 crore in FY26 (RHP p.236), about 21.3% a year (our arithmetic, RHP p.236).
• Management and advisory fees rose from ₹398.0 crore to ₹579.1 crore (RHP p.235), about 20.6% a year (our arithmetic, RHP p.235), with a fee yield of 1.47% at both ends (RHP p.236).
• Variable additional return rose from ₹94.6 crore to ₹290.5 crore (RHP p.235); its yield on fee-paying AUM went from 0.35% to 0.74% (RHP p.236).
• GP income was ₹78.7 crore in FY24 and ₹80.0 crore in FY26 (RHP p.235).
• New commitments raised were ₹9,686.5 crore in FY24, ₹6,604.6 crore in FY25, ₹10,854.8 crore in FY26 and ₹20,380.4 crore in the three months to June 2026 (RHP p.235).
• Realisations returned to investors were ₹7,385.9 crore, ₹8,797.9 crore and ₹11,588.1 crore over FY24 to FY26 (RHP p.235).

So the fee line grew with assets, and about half of the rise in total income from FY24 to FY26 came from the performance share (our arithmetic, RHP p.235).

06Earnings quality

The item that needs explaining is cash. The prospectus says the negative operating cash flows of FY24 and FY25 are not reflective of losses and reflect the timing of variable additional return and investments (RHP p.29). Of the ₹290.5 crore of variable additional return in FY26, ₹161.1 crore was matched by a related cost, mostly bonus paid to employees when the return is realised (RHP p.24, RHP p.37).

07The balance sheet

At March 31, 2026, ₹ crore (RHP p.83, RHP p.146):

• Total borrowings ₹441.0 crore: debt securities of ₹298.2 crore and other borrowings of ₹142.8 crore.
• Cash and bank balances ₹188.1 crore.
• Investments ₹1,082.0 crore, of which ₹541.7 crore non-current and ₹540.3 crore current.
• Net worth ₹1,075.5 crore; debt to equity 0.41 times.
• Other non-current assets ₹529.9 crore (RHP p.83).

At June 30, 2026 borrowings were ₹399.2 crore, cash ₹247.3 crore and net worth ₹1,160.4 crore (RHP p.146). Contingent liabilities were ₹37.7 crore, mostly income-tax demands under appeal (RHP p.89).

The company paid interim dividends of ₹32.00 a share, ₹205.7 crore, in FY26, and ₹9.50 a share, ₹61.1 crore, declared in July 2026 (RHP p.35). The prospectus says this was much higher than its past practice (RHP p.43). Because the offer is entirely a sale by a shareholder, the balance sheet is the same after the issue as before it (RHP p.119).

08What the money is for

EAAA India Alternatives IPO objects: what the money is for

Source: RHP p.140. The stated objects are the offer for sale and the benefits of listing (RHP p.140). Offer expenses are left blank and are borne by the selling shareholder, except listing fees and some audit and advertising costs (RHP p.140).

Into the business: nothing; there is no fresh issue (RHP p.1). To selling shareholders: up to ₹1,200.0 crore (RHP p.1).

09Who is selling

EAAA India Alternatives IPO offer for sale: who is selling

Source: RHP p.1, RHP p.127; the share of holding is our arithmetic on 72,07,207 shares at the upper band (our arithmetic, RHP p.1, RHP p.127).

The seller's weighted average cost of acquisition is ₹54.45 a share (RHP p.1).

10Promoters

The promoters are Edelweiss Financial Services Limited (EFSL), Edelweiss Securities and Investments Private Limited (ESIPL), Edel Finance Company Limited (EFCL) and Edelweiss Global Wealth Management Limited (EGWML) (RHP p.1). Only ESIPL holds shares, 89.58% before the offer (RHP p.121). EFSL is listed and is registered with SEBI as a merchant banker; through subsidiaries it runs credit, insurance and asset management businesses (RHP p.298). EFSL's promoter and promoter group held 31.54% of EFSL at September 30, 2026 (RHP p.299).

Regulatory matters disclosed for the group:

• In May 2024 the RBI issued a cease-and-desist order on a group company; the RBI lifted the restrictions by an order dated December 17, 2024 (RHP p.28).
• SEBI issued EFSL notices in February and June 2024 for summary settlement; the applications were returned in October 2025 (RHP p.28).
• Income-tax authorities carried out investigations at EFSL, EFCL and other group offices in March 2023 (RHP p.28).

Promoter economics: ESIPL bought shares in rights issues at ₹10 in 2021 and on conversion of debentures at ₹170 in March 2024 and ₹173 in May 2024, before the split into ₹5 shares (RHP p.120, RHP p.123). EFCL sold its 63,63,744 shares to two promoter-group companies at ₹925 each on September 30, 2025 (RHP p.124).

11Who already owns it

EAAA India Alternatives promoter holding before and after the IPO

Source: RHP p.127. The company had 56 shareholders (RHP p.131).

• If 72,07,207 shares are sold at the upper band, promoter and promoter group would hold about 83.9% and ESIPL about 78.4% (our arithmetic, RHP p.127, RHP p.1).
• On March 6, 2026 Edelweiss Investment Adviser sold 28,40,000 shares at ₹1,322 each to 36 buyers, among them Goyal Mg Gases, Madhu Silica and Vikas Vijaykumar Khemani with 3,00,000 shares each (RHP p.125, RHP p.126).
• On September 1, 2026, 3,75,000 shares were allotted at ₹933 under ESOP 2024 (RHP p.120); 49,95,000 options had been granted under the plan (RHP p.132).

12What changed just before the IPO

• Debentures converted: 64,70,588 shares to ESIPL at ₹170 in March 2024 and 1,32,94,798 at ₹173 in May 2024 (RHP p.120).
• Name change: to EAAA India Alternatives Limited, August 30, 2024 (RHP p.2).
• Share split: face value from ₹10 to ₹5, August 16, 2024 (RHP p.120).
• ESOP plan: adopted December 1, 2024 (RHP p.132).
• Inside the group: EFCL sold its shares to two promoter-group companies at ₹925, September 2025 (RHP p.124).
• Outside holders: 28,40,000 shares sold at ₹1,322 by Edelweiss Investment Adviser, March 2026 (RHP p.125).
• Dividends: ₹205.7 crore paid in FY26 and ₹61.1 crore declared in July 2026 (RHP p.35).
• Tax demand: a final assessment order of May 7, 2026 with a demand of ₹34.4 crore, under appeal (RHP p.426).
• SEBI: administrative warnings on July 16, 2026 after a thematic inspection of certain funds (RHP p.425, RHP p.426).
• Auditor: no change of statutory auditor in the last three years; Nangia & Co. LLP is the auditor (RHP p.114).

13Capacity and expansion

• AUM, meaning total commitments under active funds, was ₹54,678.9 crore in FY24 and ₹95,344.9 crore at June 2026 (RHP p.235).
• Deployment by the funds was ₹6,567.6 crore in FY24, ₹9,305.2 crore in FY25, ₹8,219.6 crore in FY26 and ₹14,137.1 crore in the three months to June 2026 (RHP p.235).
• Most large funds are in or entering their third and fourth series (RHP p.231).
• The funds had made 102 completed investments across five flagship funds at June 2026 (RHP p.52).

The offer funds no expansion, since the company receives no money (RHP p.140). The prospectus does not give the fee-paying AUM still to be drawn down or the dates when existing funds end.

14Market size and industry structure

EAAA India Alternatives industry: market size and growth

The industry chapter is drawn from the "Industry Research Report on Alternatives" dated October 2026 by CARE Analytics & Advisory, which the company commissioned and paid for for this offer (RHP p.23, RHP p.231). The report gives most market figures in US dollars.

As claimed: the Indian alternatives industry, private equity, private credit and real assets together, grew from USD 60.6 billion in December 2015 to USD 151.9 billion in December 2025, a 9.6% yearly rate over the decade, in the commissioned CARE report (RHP p.196).

The part that is addressable: the company works in what the report calls the yield and income strategy, private credit and real assets, which was USD 50.6 billion in CY25 (RHP p.197). It does not run a private equity growth strategy.

What the company is today: ₹95,344.9 crore of commitments at June 2026 (RHP p.231). The prospectus does not state the company's share of the industry, and its figures are in rupees while the report's are in dollars, so this study does not work one out.

Size over time: private credit grew from USD 4.1 billion in CY15 to USD 24.2 billion in CY25, an 18% yearly rate (RHP p.199). Real assets grew from USD 18.7 billion to USD 28.9 billion over the same years, a 4.5% yearly rate, held back by real estate (RHP p.200). Private equity rose from USD 37.9 billion to USD 101.3 billion (RHP p.200).

Alternatives were 3.8% of India's GDP in 2025 against 3% in 2015 (RHP p.199). The report projects the Indian industry at about USD 267 billion by 2030, about 12% to 14% a year, and the yield and income strategy at USD 112.9 billion by CY30 (RHP p.197, RHP p.198). Those are the report's projections, not newboard's.

Segments: the report splits the market into private equity, private credit and real assets; in CY25 private equity was 67%, real assets 19% and private credit 14% (RHP p.199). Within private credit it names direct lending, distressed debt, mezzanine, special situations, venture debt and real estate debt (RHP p.221).

What drives demand: AIF commitments reached ₹16.9 trillion by FY26, about 41% of them drawn down (RHP p.186). SEBI-registered alternatives grew 29.5% a year from FY19 to FY26 (RHP p.186). Domestic institutions hold about ₹135 trillion and regulators have begun allowing insurers and pension funds to invest in AIFs, REITs and InvITs (RHP p.196). Private credit is 0.6% of GDP in India against 4.4% in the USA and 8.4% in the UK (RHP p.199).

Structure: the report says track record, scale, sponsor backing and underwriting skill set established firms apart from new entrants (RHP p.204). It names UTI Alternatives and ICICI Prudential AMC in real assets (RHP p.216), and Kotak Alternate Asset Managers, Ascertis Credit, 360 ONE, Motilal Oswal, Ask Property Fund, Vivriti Asset Management and Piramal Enterprises in private credit (RHP p.222).

Inputs and trade: the raw material is investors' capital, and 33.80% of the company's AUM came from clients outside India at June 2026 (RHP p.52).

Rules: the business is governed by the SEBI Act and SEBI's AIF and portfolio manager regulations (RHP p.267). A Category I or II AIF may put no more than 25% of its investible funds in one company, 50% for large value funds (RHP p.52), and a sponsor must keep a minimum continuing interest in each AIF (RHP p.59).

What the chapter says can go wrong: illiquid funds with lock-ins, credit risk in the underlying loans, competition from mutual funds, other AIFs and portfolio managers, changing rules and taxes, and banks and NBFCs lending more to companies, which the report says affects the private credit funds but not real assets (RHP p.225, RHP p.226).

15Competitive position

EAAA India Alternatives competitors

The prospectus says the company has no directly comparable Indian listed peers (RHP p.27). The CARE report names UTI Alternatives and ICICI Prudential AMC in real assets and seven firms in private credit, among them Kotak Alternate Asset Managers and 360 ONE (RHP p.216, RHP p.222). It does not give their AUM or margins in the pages read.

What the company points to as reasons clients come to it (RHP p.143, RHP p.231):

• more than 17 years of managing long-term capital, according to the CARE report;
• funds in their third and fourth series;
• 1,493 repeat clients and 77% of AUM from repeat clients;
• an in-house asset operating arm, Sekura.

Against that, the cost-to-income ratio was 63.84% in FY26 (RHP p.146), while the listed asset managers in its peer table ran between 20.08% and 70.47% in the three months to June 2026 (RHP p.149).

16Peers the company named

Peers named in the offer document: 360 One WAM, Aditya Birla Sun Life AMC, Anand Rathi Wealth, HDFC Asset Management, Gaja Alternative Asset Management, Nippon Life India Asset Management, Nuvama Wealth Management, UTI Asset Management and ICICI Prudential Asset Management (RHP p.145).

EAAA India Alternatives listed peers

Source: RHP p.145; peer P/E at NSE closing prices of October 8, 2026 on FY26 diluted EPS (RHP p.145).

The other peers' P/E: Aditya Birla Sun Life AMC 29.84, Nippon Life India AMC 43.99, UTI AMC 27.93 and Gaja Alternative 20.24 (RHP p.144, RHP p.145). The prospectus puts the peer average at 39.89 (RHP p.144). Most of the named peers run mutual funds or wealth businesses, and the prospectus says their business models differ (RHP p.144). The listed asset managers are several times the company's size; Gaja Alternative, the closest in business, had FY26 revenue of ₹135.5 crore (RHP p.145).

17Valuation at the issue price

EAAA India Alternatives IPO valuation and P/E

No new shares are issued, so the share count after the offer is the 6,46,55,246 already in issue (RHP p.80).

Source: our arithmetic on RHP p.80, RHP p.85, RHP p.143, RHP p.144, RHP p.146.

• At the lower band of ₹1,585 the market capitalisation is ₹10,247.9 crore (our arithmetic, RHP p.80).
• Enterprise value adds March 2026 borrowings of ₹441.0 crore and takes off cash and bank balances of ₹188.1 crore (our arithmetic, RHP p.146); it does not take off the ₹1,082.0 crore of investments (RHP p.83).
• On operating profit before interest, depreciation and tax of ₹407.6 crore, enterprise value is 27.0 times (our arithmetic, RHP p.85).
• Price to June 2026 book value of ₹176.67 a share is 9.4 times (our arithmetic, RHP p.144).

The nine peers traded between 20.24 and 90.69 times FY26 diluted EPS on October 8, 2026, with a median of 33.76 (HDFC Asset Management) and an average of 39.89 (RHP p.144, RHP p.145; median our arithmetic). At 40.6 times FY26 profit the issue sits about 20% above that median and close to the average.

18Risks, in plain words

EAAA India Alternatives IPO risks

Business: performance income → variable additional return was 30.14% of FY26 total income (RHP p.24) → it depends on fund results and timing, and ₹287.0 crore booked since FY24 was not yet received at June 2026 (our arithmetic, RHP p.24).

Business: valuations → values of illiquid fund assets are estimates under valuation guidelines (RHP p.26) → the booked performance share rests on those values.

Customers: foreign and large clients → 33.80% of AUM from abroad (RHP p.52) and 26.20% of fee-paying AUM from the top 10 clients (RHP p.28) → clients may not meet capital calls (RHP p.27).

Financial: cash flow → operating cash flow was negative in FY24 and FY25, ₹13.3 crore and ₹120.2 crore (RHP p.29) → the company has paid ₹205.7 crore of dividends in FY26 and says similar payouts are not assured (RHP p.35).

Financial: staff costs → employee costs were ₹381.6 crore in FY26, against ₹216.7 crore in FY24 (RHP p.85) → bonus rises when the performance share is realised (RHP p.37).

Regulation → SEBI's thematic inspection led to administrative warnings in July 2026 and settlement applications are pending (RHP p.425, RHP p.426).

Promoters → 28 tax proceedings against the promoters involve ₹159.2 crore (RHP p.53); a criminal complaint by Ecstasy Realty names the company, EFSL and EFCL (RHP p.425).

Issue-specific → the company receives no money from the offer (RHP p.50); promoters and promoter group will keep a majority of the shares (RHP p.36).

19Litigation and regulatory matters

Cases against EAAA India Alternatives and its promoters

Source: RHP p.52, RHP p.53. The amount by promoters also covers 5 civil suits (RHP p.53).

• Criminal, company: a first information report of February 8, 2025 on a complaint by Ecstasy Realty Private Limited against the company, EFSL, EFCL and others; a petition to quash it is pending before the Bombay High Court, and the police have filed a closure report (RHP p.425).
• Regulatory, company: SEBI's inspection report of March 18, 2025 made observations on conflict-of-interest disclosures for certain funds; a settlement application of December 2, 2025 is pending, and SEBI issued administrative warnings on July 16, 2026 (RHP p.425, RHP p.426).
• Tax, company: an assessment order of May 7, 2026 disallowed ₹154.2 crore of fund-raising expenses for assessment year 2023-24, with a demand of ₹34.4 crore; an appeal was filed on June 3, 2026 (RHP p.426).
• Directors: four criminal matters involve director Rashesh Chandrakant Shah, the oldest an FIR of March 2008 (RHP p.427, RHP p.428).
• Contingent liabilities: ₹37.7 crore at June 30, 2026 (RHP p.89).

20Related-party transactions

• Related-party revenue was ₹40.7 crore, 8.26% of revenue from operations, in FY24; ₹45.4 crore, 6.78%, in FY25; and ₹1.2 crore, 0.13%, in FY26 (RHP p.54).
• Borrowings of ₹22.0 crore from Edelweiss holding companies appear in the related-party summary (RHP p.91, RHP p.92).
• The full summary of related-party transactions runs from RHP p.90 to RHP p.106, with the detailed note on RHP p.362 (RHP p.54).

21What the offer document does not say

• Fee rates by fund or line: only the overall fee yield is given.
• When the unpaid performance share will be received: the prospectus gives the amount booked and received, not a schedule.
• Fee-paying AUM still to be drawn, and when existing funds end.
• The company's market share: the industry figures are in dollars and no share is stated.
• Offer expenses: left blank (RHP p.140).

22Five questions for management

1. Of the ₹287.0 crore of variable additional return booked but not received at June 2026, how much is expected in each of the next three years?
2. What fee rates apply to real-asset, private-credit and portfolio management money?
3. How much of the ₹20,380.4 crore raised in the three months to June 2026 is fee-paying today?
4. What share of employee cost is bonus tied to the performance share, in each year?
5. What payout policy will apply after listing, given dividends of ₹205.7 crore in FY26?

24Draft to final: what changed

1Sources and cited facts

This study was read from 1 document the company filed. The 150 figures it cites are listed under the document each came from, with the page and the sentence as printed.