Gni Infrastructure Limited IPO

01At a glance

What the company does: constructs, widens, upgrades, repairs and maintains roads, highways, service roads, airport runways and allied works, mainly on EPC and item-rate contracts, with hybrid-annuity projects through a subsidiary and joint ventures; it also runs a solid-waste biomining project (AP p.3).

Who pays it: government departments, municipal corporations, road and highway authorities, and public-sector bodies; government projects were 98.37% of revenue in the nine months to December 2025 (AP p.3, AP p.9). The top five clients were 87.02% and the top ten 97.76% (AP p.9).

Why it is raising money: ₹1,553.30 million for long-term working capital, and the rest for general purposes (AP p.6).

How fast it has grown: unevenly: revenue was ₹3,099 million in FY23, ₹1,821 million in FY24 and ₹3,091 million in FY25, and ₹2,318 million in the nine months to December 2025 (AP p.7).

The one thing to understand: high reported margins that have not turned into cash. EBITDA margin was 35 to 38% in every period, yet operating cash flow was negative in FY23, FY24 and FY25, and net working capital reached 817 days of revenue (AP p.8, DRHP p.47).

02The business, in plain words

A road contractor bids for government road work, builds it with its own equipment and bought materials, bitumen, cement, aggregates, steel, and is paid by running bills as work is certified. It must post performance security, and clients hold back retention amounts (AP p.9).

A state public-works division tenders a road widening → GNI wins the bid and posts a performance guarantee of 3 to 10% of the contract value → it builds the road and submits running bills → the division pays after measurement, holding back retention.

The founding promoter set up the partnership Gurunanak Industries in 1980, which later became the company (AP p.5). All 18 projects under execution at December 2025 were in Maharashtra: 17 road projects and one waste-management project (AP p.9).

Earnings equation: Profit ≈ work certified × (contract rate − materials, equipment and site cost). Performance security runs at 3 to 10% of contract price (AP p.9).

03Where the money comes from

Source: AP p.3, AP p.9.

Road projects make up 99.88% of the ₹10,210.33 million order book (AP p.9).

04The growth record

Source: AP p.7, AP p.8, DRHP p.47.

Our arithmetic: revenue was about 0.1% a year lower in FY25 than in FY23 and profit after tax about 0.5% a year higher (our arithmetic, AP p.7). The offer document puts return on capital employed at 32.18% in FY23, 19.28% in FY24 and 20.34% in FY25 (DRHP p.248).

The abridged prospectus gives the same basic earnings per share for the nine months to December 2025 as for FY24 (₹4.94), and the same for FY25 as for FY23 (₹7.88), although the profits differ (AP p.7).

05What the growth is made of

Revenue fell 41% in FY24 and recovered in FY25 (our arithmetic, AP p.7). The order book jumped from ₹2,290.96 million at March 2024 to ₹10,862.88 million at March 2025, and was ₹10,210.33 million at December 2025 (AP p.8). The biomining business added about 12% of revenue from FY25 (AP p.3). Fixed-asset turnover fell from 8.97 times in FY23 to 3.66 in FY25 as the equipment base grew (AP p.8).

06Earnings quality

Profit has not been cash. From FY23 to FY25 the company reported ₹1,985 million of profit and ₹551 million of negative operating cash flow (our arithmetic, AP p.7, DRHP p.47). In FY25 alone, receivables rose ₹575.61 million, inventories ₹533.12 million and other assets ₹498.99 million (DRHP p.47). Net working capital was 323 days of revenue in FY23, 535 in FY25 and 817 for the nine months to December 2025, the last not annualised (AP p.8). Operating cash flow turned positive in the nine months to December 2025 (DRHP p.47).

Contingent liabilities were ₹2,288.60 million at December 2025, more than half of net worth (AP p.10, our arithmetic).

07The balance sheet

Source: AP p.7, AP p.8. The December 2025 ratio uses nine-month EBITDA.

Equity share capital rose from ₹48.53 million to ₹999.70 million through a 196-for-10 bonus issue (AP p.7, AP p.10).

08What the money is for

Source: AP p.6.

09Who is selling

Source: AP p.1.

10Promoters

The promoters are five members of the Bindra family: Bindra Ravindersingh Khushbirsingh, chairman and managing director; Harvindersingh Basantsingh Bindra, executive director and chief executive, who founded Gurunanak Industries in 1980 and has over 45 years in civil construction; Bindra Harpreetsingh H, whole-time director; Narindersingh Basantsingh Bindra; and Prabjyotsingh Harvindersingh Bindra (AP p.5, AP p.10). The board has three independent directors (AP p.10).

11Who already owns it

Source: AP p.6.

Promoters and promoter group hold 92.73% (AP p.6, our arithmetic).

12What changed just before the IPO

• Order book: up almost fivefold in FY25 (AP p.8).
• Bonus issue: 196 shares for every 10 held (AP p.10).
• Investors: Chanakya Opportunities Fund I and RPV Holdings acquired shares at ₹82.52 and are offering some in the IPO (AP p.1).
• Cash: operating cash flow turned positive in the nine months to December 2025 (DRHP p.47).
• Last allotment: the bonus shares of 25 August 2025, 196 for every 10 held, at nil consideration, were the last allotment before the offer (DRHP p.154).
• Auditor: no change in the statutory auditor in the three years before the filing (DRHP p.122).
• Public company: converted from a private limited company in October 2023 (DRHP p.3).

13Capacity and expansion

No plant or equipment is funded from the proceeds; the fresh issue funds working capital (AP p.6). The order book equalled 4.40 times nine-month revenue (not annualised) at December 2025 (AP p.8).

14Market size and industry structure

The industry report cited in the offer document says construction contributed about 9.1% of India's gross value added in FY25 (AP p.4). The document describes competitive bidding in which aggressive bids and changing pre-qualification rules can squeeze margins (AP p.9).

15Competitive position

What the document claims, and what it rests on:

• Over four decades of road execution in Maharashtra (AP p.3).
• A large order book relative to revenue (AP p.8).

Against that: one state, near-total dependence on government clients, and tender-based pricing (AP p.9).

16Peers the company named

Source: DRHP p.184. Peer P/E uses prices on 25 June 2026.

The document also names Ceigall India as a peer, with the highest P/E in the set at 22.45 (DRHP p.183). No P/E is possible for the company until a price band is set.

17Risks, in plain words

• Government clients. 98% of recent revenue (AP p.9).
• Client concentration. Ten clients were 97.76% of revenue (AP p.9).
• One state. Every project under execution is in Maharashtra (AP p.9).
• Working capital. Net working capital of 817 days and three years of negative operating cash flow (AP p.8, DRHP p.47).
• Contingent liabilities. ₹2,289 million, including guarantees (AP p.10).
• Materials. Bitumen, cement, steel and fuel prices (AP p.9).
• Order book. Projects can be cut, delayed or foreclosed (AP p.9).

18Litigation and regulatory matters

Source: DRHP p.51.

The draft abridged prospectus gives higher amounts for the same categories, ₹150.56 million against the company, ₹469.38 million by it and ₹11.16 million against promoters, and four civil proceedings against promoters instead of five (AP p.11, DRHP p.51). This study uses the DRHP.

The auditors expressed no qualification on the financial statements (AP p.10). The details of the proceedings were not read for this study.

19Related-party transactions

Not read in detail for this study. Hybrid-annuity projects run through a subsidiary and project joint ventures (AP p.3).

20What the offer document does not say

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

• What explains EBITDA margins of 35 to 38% on road contracts, in the pages read.
• The names of the top clients and their shares.
• What the two criminal proceedings against the company concern.
• Why the earnings-per-share figures repeat across periods in the abridged summary.
• The price band, lot size or issue dates, which is normal at DRHP stage.

21Five questions for management

1. How do EBITDA margins of 35 to 38% on government road contracts compare with the margin actually collected in cash?
2. What makes up the 817 days of net working capital, and how much is disputed or held as retention?
3. Which clients and projects make up the ₹10,210 million order book?
4. What do the two criminal proceedings and ₹108.02 million of claims against the company concern, and why does the abridged prospectus give ₹150.56 million?
5. Which of the contingent liabilities are guarantees for the hybrid-annuity subsidiary and joint ventures?

2Sources and cited facts

This study was read from 2 documents the company filed. The 73 figures it cites are listed under the document each came from, with the page and the sentence as printed.