Paramotor Digital Technology Limited IPO

01At a glance

What the company does: acts as program manager, business correspondent and distribution agent for non-reloadable prepaid cards of up to ₹10,000 issued by banks and RBI licensed issuers, distributes brand gift cards, sells its own reward points through the yayyy.shop website and app and the RewardOn platform, and builds software for other businesses under the name DevStack (DRHP p.215, DRHP p.216).

Who pays it: card issuers and program managers, which share interchange fees with it; gift card aggregators, which pay commission; companies running reward programmes; users who purchase reward points; and five DevStack clients (DRHP p.27, DRHP p.26, DRHP p.31). NSDL Payments Bank Limited and Monepeak Fintech Private Limited are named among the top ten customers (DRHP p.28).

Why it is raising money: of the ₹698.0 crore fresh issue, ₹355.0 crore is for customer acquisition, retention and brand promotion and ₹94.0 crore for technology, cloud and IT; the promoters offer shares worth up to ₹302.0 crore (DRHP p.101, DRHP p.68).

How fast it has grown: revenue from operations from ₹33.1 crore in FY24 to ₹603.1 crore in FY26, about 327.0% a year, and profit after tax from ₹4.9 crore to ₹59.1 crore, about 246.0% a year (our arithmetic, DRHP p.31).

The one thing to understand: most of the jump in revenue is a new business counted gross. Reward points, launched on August 1, 2025, were ₹414.2 crore of FY26 revenue, 68.68%, and the cost of the cards handed out against those points was 95.11% of that revenue (DRHP p.27, DRHP p.216, DRHP p.333). The older prepaid card business, counted net, grew from ₹32.9 crore to ₹154.2 crore over the same two years (DRHP p.27).

02The business, in plain words

What Paramotor Digital Technology does

The company was incorporated in Mumbai on November 4, 2016 as Paramotor Digital Technology Private Limited and became a public company with a fresh certificate dated January 30, 2026 (DRHP p.249). It runs four platforms: yayyy.shop, a digital gifting marketplace; SpendPro, a spend management tool for users of its prepaid cards; RewardOn, a rewards platform for companies; and DevStack, its software services line (DRHP p.215).

The chain, as the document describes it:

• Prepaid cards: at June 30, 2026 the company was program manager for six card issuers, including NSDL Payments Bank Limited, and distribution agent for two program managers, on the Visa, RuPay and Mastercard networks (DRHP p.217). It earns a share of the interchange fee each time a card is used at a shop or online, plus incentives from a transaction switching provider (DRHP p.217).
• Gift cards: it distributes brand gift cards for three gift card aggregators and sources from three gift card dealers; its catalogue held 234 gift cards at June 30, 2026 (DRHP p.29). It earns commission on these (DRHP p.27).
• Reward points: users purchase points or the yayyy Reward Points Card, and companies issue points to staff or partners through RewardOn; points are swapped for gift cards and prepaid cards (DRHP p.216). Revenue is booked gross when points are redeemed or expire (DRHP p.27).
• DevStack: custom software for businesses, launched as a separate line in the first quarter of FY26, with five customers at June 30, 2026 (DRHP p.26, DRHP p.31).

A bank wants its prepaid cards used → the company sells and activates them through its app, website, sales team and referral partners → users spend on the cards at shops and online → the company keeps an agreed share of the interchange fee (DRHP p.217).

Card sales run through the yayyy.shop website and app, a sales operations team, and ecosystem partners who refer users for a commission (DRHP p.217). The company signed a co-brand agreement with Mastercard Asia Pacific Pte. Ltd. in March 2026 and a co-brand agreement with NSDL Payments Bank Limited in July 2026 (DRHP p.217). It had 33 full-time employees and 14 trainees at August 31, 2026 (DRHP p.240). The company says it is not regulated by the RBI; its card issuers are (DRHP p.52).

Earnings equation: Revenue = transacting users × average revenue per user. The document gives both: 1,575,830 transacting users in FY26 with average revenue of ₹3,827.49 each, against 43,269 users and ₹25,901.92 in FY25 (DRHP p.132). Section 04 uses them.

03Where the money comes from

By type of revenue (DRHP p.27):

Shares of FY26 revenue: reward points 68.68%, program fees 25.56%, platform fees 5.76% (DRHP p.27). In the three months to June 30, 2026, revenue was ₹252.8 crore, of which reward points 69.80%, program fees 24.34% and platform fees 5.86% (DRHP p.27). The document warns that because program fees are counted net and the other two lines gross, the revenue mix may not show which line earns the profit (DRHP p.27).

The company earns all its revenue in India (DRHP p.58). Revenue is seasonal: the second half of the year brought about 55% to 75% of annual revenue in FY24 to FY26, around festivals and year-end sales (DRHP p.51).

Paramotor Digital Technology customers: how concentrated the revenue is

Source: DRHP p.28. The top-ten table lists two customers for FY24, five for FY25 and ten for FY26 (DRHP p.28, DRHP p.29). The largest customer brought ₹75.1 crore in FY26 and ₹68.0 crore in FY25 (DRHP p.28). In the three months to June 30, 2026 the largest was 9.56% and the top ten 30.19%, and the largest that quarter differs from the largest of FY26 (DRHP p.28).

Read from the filing: until FY25 revenue depended almost entirely on two card partners. In FY26 the customer table covers under a third of revenue; the rest is mostly reward points sold to users, which the customer table does not list as customers. The top customer of the latest quarter has been with the company for over nine months, on a three-year term from July 8, 2026 that either side can end on 90 days' notice (DRHP p.29).

04The growth record

Paramotor Digital Technology financials: revenue, profit and margins

Source: DRHP p.31, DRHP p.286, DRHP p.284, DRHP p.132, DRHP p.316, AP p.8, converted from ₹ million. Revenue from operations went from ₹33.1 crore in FY24 to ₹603.1 crore in FY26, so ₹33.1 crore → ₹603.1 crore (DRHP p.31). Profit after tax from continuing operations went from ₹4.9 crore to ₹59.1 crore, so ₹4.9 crore → ₹59.1 crore (DRHP p.31). The company's EBITDA adds finance cost, tax and depreciation to profit after tax and takes out other income (DRHP p.31).

Our arithmetic over FY24 to FY26: revenue grew about 327.0% a year (our arithmetic, DRHP p.31), the company's own figure being 327.03% (DRHP p.227); profit after tax grew about 246.0% a year (our arithmetic, DRHP p.31); EBITDA grew about 232.1% a year (our arithmetic, DRHP p.31). EBITDA margin moved from 21.43% to 12.96%, down 847 basis points, so 21.4% → 13.0% rounded (DRHP p.31). Year by year, revenue rose 238.84% in FY25 and 438.16% in FY26 (DRHP p.31).

In the three months to June 30, 2026, revenue was ₹252.8 crore, EBITDA ₹32.6 crore at a 12.90% margin, and profit after tax ₹23.8 crore (DRHP p.31). These quarters are not annualised.

What sits around the record:

• Cash: operating cash flow was ₹27.9 crore in FY26, ₹27.8 crore in FY25 and ₹6.8 crore in FY24 (DRHP p.286). In the three months to June 30, 2026 it was an outflow, −₹46.3 crore (DRHP p.286).
• Other income was ₹0.39 crore in FY26, about 0.5% of profit before tax of ₹77.3 crore (our arithmetic, DRHP p.285).
• Money owed by customers: trade receivables were ₹0.62 crore at March 2024 and ₹11.8 crore at March 2026, about 7 days of revenue in both years, so 7 → 7 (our arithmetic, DRHP p.284, DRHP p.285).
• Cost of the new line: cost of operations, the cards handed out against redeemed points, was ₹394.0 crore in FY26, 95.11% of reward points revenue, so 95.1% (DRHP p.333).
• Debt: the company had no borrowings at any year end shown (AP p.8, DRHP p.284). Return on capital employed was 82.76% in FY26, so 82.8% (DRHP p.316).
• Cash at the latest date: ₹3.3 crore of cash and cash equivalents at June 30, 2026, down from ₹52.4 crore at March 31, 2026 (DRHP p.284).
• Advances for cards: balance towards prepaid payment instruments, advances paid for cards not yet issued, was ₹66.0 crore at June 30, 2026 (DRHP p.296).
• Customers: the largest customer was 12.46% of FY26 revenue, so 12.5%; the top five 30.02%, so 30.0%; the top ten 31.33%, so 31.3% (DRHP p.28).
• Reward points share: the reward points business was 68.68% of FY26 revenue, so 68.7% (DRHP p.27).
• Related parties: related-party transactions were ₹3.3 crore in FY26, 0.54% of revenue (DRHP p.40).
• Contingent liabilities: ₹0.28 crore at June 30, 2026, a disputed income tax demand (DRHP p.75).
• Seasonality: the second half of the year brought about 55% to 75% of revenue in FY24 to FY26 (DRHP p.51).
• Industry: digital gifting, prepaid cards and rewards, fintech in the fixed list (DRHP p.215).

FY26 also shows a small discontinued operation, with a loss of ₹0.01 crore after tax (DRHP p.285). The statutory auditors have not expressed any qualification or emphasis of matter on the restated statements (AP p.12).

05What the growth is made of

Revenue from operations rose ₹570.0 crore from FY24 to FY26 (our arithmetic, DRHP p.27). The document splits it by line:

• Reward points: ₹414.2 crore in FY26 from nothing, a line launched on August 1, 2025 and booked gross (DRHP p.27, DRHP p.216). That is about 72.7% of the increase (our arithmetic, DRHP p.27).
• Program fees: up ₹121.2 crore, from ₹32.9 crore to ₹154.2 crore, booked net (our arithmetic, DRHP p.27). Gift card distribution through yayyy.shop began in the second quarter of FY26 and through the app in the fourth quarter (DRHP p.26).
• Platform and service fees: up ₹34.6 crore to ₹34.8 crore as DevStack became its own line in the first quarter of FY26 (our arithmetic, DRHP p.27, DRHP p.26).

Users and spend per user: transacting users rose from 18,248 in FY24 to 43,269 in FY25 and 1,575,830 in FY26, and 634,316 in the three months to June 30, 2026 (DRHP p.132). Average revenue per transacting user went from ₹18,125.82 to ₹25,901.92 and then ₹3,827.49 (DRHP p.132). User retention was 98.48%, 87.98% and 99.00% (DRHP p.132). Read from the filing: the jump in users came with the launch of the marketplace and reward points, and the fall in revenue per user shows many new users with small purchases.

Margins: because reward points are booked gross with cost of operations at 95.11% of that revenue, the FY26 EBITDA margin of 12.96% is not comparable with earlier years, as the document itself says (DRHP p.333, DRHP p.32). Transaction processing fees, paid to banks and payment gateways, were 62.80% of revenue in FY24, 64.52% in FY25 and 17.43% in FY26 (DRHP p.333).

The document does not split program fees into prepaid card interchange and gift card commission, or give card spend volumes, so the program fee growth cannot be separated into more cards, more spend per card or a better fee share.

06Earnings quality

The item that needs explaining is the latest quarter. In the three months to June 30, 2026, profit after tax was ₹23.8 crore but operating cash flow was −₹46.3 crore, and cash fell from ₹52.4 crore to ₹3.3 crore (DRHP p.31, DRHP p.286, DRHP p.284). The company says this was mainly advances paid for cards whose issue is pending, up from ₹17.0 crore to ₹66.0 crore, and settlements pending from payment service providers, up from nil to ₹46.2 crore (DRHP p.357). Against this, unredeemed balances owed on reward points rose from ₹6.1 crore to ₹28.7 crore (DRHP p.300).

The company books one partner's commission only once card issue conditions are met; amounts invoiced before then, ₹0.95 crore at June 30, 2026, are carried as a recoverable advance (DRHP p.296).

07The balance sheet

At June 30, 2026 total assets were ₹153.9 crore: other current assets ₹112.8 crore, intangible assets ₹14.9 crore, other non-current assets ₹9.4 crore, trade receivables ₹4.7 crore and cash ₹3.3 crore (DRHP p.284). Against them: unredeemed reward point balances and other current liabilities ₹30.2 crore, trade payables ₹2.9 crore, lease liabilities ₹2.9 crore, and total equity of ₹117.4 crore (DRHP p.284, DRHP p.300).

Source: DRHP p.284, DRHP p.296, DRHP p.300. The current ratio was 7.65 at March 2026 and 3.66 at June 2026 (DRHP p.316).

After the issue, as arithmetic only: the fresh issue of up to ₹698.0 crore, before the company's share of offer expenses, which is blank, is about seven times total equity at June 30, 2026 (our arithmetic, DRHP p.101, DRHP p.284). A pre-IPO placement of up to ₹139.6 crore, if made, would reduce the fresh issue by the same amount (DRHP p.68). The document gives no after-issue capitalisation figures at this stage.

Contingent liabilities were ₹0.28 crore at June 30, 2026 (DRHP p.75). Insurance cover was ₹1.8 crore against a gross block of ₹22.3 crore, 8.21% (DRHP p.45). All offices are on leave and licence, two of them owned by the promoters (DRHP p.240, DRHP p.241).

08What the money is for

Paramotor Digital Technology IPO objects: what the money is for

Source: DRHP p.101, DRHP p.102; percentages are our arithmetic on ₹698.0 crore. The three named objects add to ₹487.0 crore (our arithmetic, DRHP p.101).

• Customer acquisition and retention: ₹320.0 crore for incentives to ecosystem partners for referrals and to users through cashback and rewards, and ₹35.0 crore for brand and business promotion, to be spent ₹108.0 crore in FY27 and ₹247.0 crore in FY28 (DRHP p.103, DRHP p.106, DRHP p.101). The company spent ₹17.2 crore on user acquisition and retention in FY26 and ₹0.50 crore on brand promotion (DRHP p.33).
• Technology: ₹70.0 crore to hire and keep staff for IT and product teams, 81 roles in the plan, and ₹24.0 crore for cloud services and IT assets, spread over FY27 to FY29 (DRHP p.113, DRHP p.118, DRHP p.109).
• Offices: ₹38.0 crore for eight leased offices in Mumbai, the Chandigarh capital region, Delhi NCR, Bengaluru, Chennai, Hyderabad, Kolkata and Pune; locations are not finalised (DRHP p.120, DRHP p.33).

The objects have not been appraised by any bank or agency (DRHP p.102). The board formed a committee of Sonia Pankaj Asher, Rahul Anand and Meeta Sanjay Mukherjee to oversee the marketing spend (DRHP p.103).

Into the business up to ₹698.0 crore (fresh issue), less its share of offer expenses (DRHP p.101). To selling shareholders up to ₹302.0 crore (offer for sale), ₹151.0 crore each to the two promoters; the number of shares depends on a price not yet set (DRHP p.69).

09Who is selling

Paramotor Digital Technology IPO offer for sale: who is selling

Source: DRHP p.69, DRHP p.91. The weighted average cost of acquisition is negligible for Sonia Pankaj Asher and ₹0.30 a share for Rahul Anand, as certified by Chokshi & Chokshi LLP (DRHP p.1). Both gave consent on May 14, 2026 (DRHP p.69). Most of their shares came from the 3,523 for 1 bonus issue of November 2025 (DRHP p.92).

10Promoters

The promoters are Sonia Pankaj Asher and Rahul Anand, promoters since incorporation, with no change of control in five years (DRHP p.272).

• Sonia Pankaj Asher, 52, Executive Chairperson and Whole-time Director, over 24 years in banking and payments, earlier with Global Payments Asia-Pacific India Private Limited and with HSBC in merchant services (DRHP p.272, AP p.6). The document notes no earlier experience of running an independent business before this company (DRHP p.57).
• Rahul Anand, 48, Managing Director, over 17 years as a management consultant and in e-commerce and digital payments, earlier a director of Dreamland Innovative Solutions Private Limited (DRHP p.272, AP p.6). The documents for Rahul Anand's educational qualification could not be traced, so the document does not state it; an affidavit dated April 15, 2026 confirms a commerce degree from Delhi University (DRHP p.56).

Pay: each received ₹0.30 crore in FY24, ₹0.60 crore in FY25 and ₹1.06 crore in FY26; together ₹0.6 crore in FY24 and ₹2.1 crore in FY26 (DRHP p.41). From February 14, 2026 each is appointed for five years at a salary of ₹1.5 crore a year, perquisites up to ₹0.10 crore and possible performance pay and commission (DRHP p.261).

Leases: the registered office is licensed from Sonia Pankaj Asher at ₹0.01 crore a month from July 1, 2023, and the Mohali office from Rahul Anand and Jyoti Anand from August 1, 2024 (DRHP p.240, DRHP p.241). The promoter group table lists Jyoti Anand as the spouse of Rahul Anand, and Tarvinder Singh Arora and Prabhjot Singh Arora, landlords of the registered office until June 2023, as brothers of Sonia Pankaj Asher (DRHP p.273, DRHP p.274, DRHP p.39).

Other businesses: the promoter group entities are Ashpa Property Consultant, Crave Clothing Company Private Limited, Status Quo Lifestyle Co, Kirtish Technologies Private Limited, Sunrise Traders, Vikas Anand HUF, Trisha Enterprises and six family trusts (DRHP p.274). The company says the promoters have no interest in a similar venture other than as directors of its subsidiary (DRHP p.273). There is no group company (DRHP p.368).

Pledges and cases: the shareholding pattern shows no promoter shares pledged, and no criminal, civil, tax or regulatory case is pending against either promoter (DRHP p.90, DRHP p.367, DRHP p.369).

Promoter economics: Sonia Pankaj Asher subscribed 5,500 shares at ₹10 on incorporation; Rahul Anand 4,500 shares at ₹10, plus 1,000 shares on conversion of preference shares bought at ₹30,000 each in 2016 and 2017 (DRHP p.87, DRHP p.88). Each received 19,376,500 bonus shares in November 2025 and gifted shares to family trusts in May 2026 (DRHP p.92, DRHP p.93).

11Who already owns it

Paramotor Digital Technology promoter holding before and after the IPO

Source: DRHP p.91, DRHP p.93, DRHP p.92; the last row is our arithmetic. Promoters hold 38,413,988 shares, 98.94%, so 98.9%, and promoters with the promoter group 99.85% of 38,820,384 shares (DRHP p.91, DRHP p.93). There are 10 shareholders (DRHP p.95). The after-offer holdings are left blank until the price is set (DRHP p.92).

The three trusts are Sonia Asher Capital Trust, Rahul Anand Capital Trust and Rahul Anand Legacy Trust, which received their shares as gifts in May 2026 (DRHP p.93). Kunal Sharma was allotted 2, 3 and 2 shares in private placements at ₹10,90,910 a share between November 2022 and March 2023, and Vani Commercials Limited took 9 shares at the same price in January 2023, before the bonus (DRHP p.87). The valuation behind that price put the company's enterprise value at ₹1,200.0 crore as on July 2022 (DRHP p.87). The document has no venture capital or alternative investment fund shareholders (DRHP p.95).

No options have been granted under the Paramotor Employees' Stock Option Scheme 2026 (DRHP p.58). Lock-in: promoters' shares equal to 20% of the post-offer capital for three years, the rest of their holding for one year, and other pre-offer shares for six months (DRHP p.93, DRHP p.94).

12What changed just before the IPO

• Revenue and profit: revenue from operations went from ₹33.1 crore in FY24 to ₹603.1 crore in FY26 and profit after tax from ₹4.9 crore to ₹59.1 crore (DRHP p.31).
• Receivables: about 7 days of revenue in FY24 and 7 in FY26 (our arithmetic, DRHP p.284, DRHP p.285).
• Promoter pay: ₹0.6 crore in FY24 and ₹2.1 crore in FY26 for the two promoters together (DRHP p.41).
• New lines: DevStack in the first quarter of FY26, gift cards on yayyy.shop in the second quarter, reward points from August 1, 2025, the yayyy.shop app in the fourth quarter (DRHP p.26, DRHP p.216).
• Subsidiary: Paramotor Giftbrandz Private Limited formed in FY26; it had not started business by June 30, 2026 (DRHP p.25).
• Bonus issue: 3,523 for 1, 38,809,368 shares allotted on November 11, 2025 (DRHP p.87).
• Share split: the document records none.
• Pre-IPO placement: up to ₹139.6 crore may be raised before the red herring prospectus; none has been made (DRHP p.68).
• Last allotment before the IPO: the bonus shares at nil price in November 2025; the last allotment for cash was 2 shares at ₹10,90,910 a share in March 2023 (DRHP p.87).
• Gifts: 175,006 shares to Sonia Asher Capital Trust and 87,503 each to Rahul Anand Capital Trust and Rahul Anand Legacy Trust in May 2026 (DRHP p.92, DRHP p.93).
• Auditor: K V G Aithal & Associates resigned on May 14, 2024 and VHUD & Associates was appointed on June 12, 2024; VHUD & Associates resigned on November 27, 2025 for commercial considerations and Chokshi & Chokshi LLP was appointed on December 5, 2025 (DRHP p.79, DRHP p.80).
• Became a public company: fresh certificate dated January 30, 2026 (DRHP p.249).
• Board: Kunal Sharma joined on September 22, 2025 and the independent directors from January 21, 2026 (DRHP p.259, DRHP p.262).
• Partnerships: co-brand agreements with Mastercard in March 2026 and NSDL Payments Bank Limited in July 2026, and a new card issuer in June 2026 (DRHP p.217).
• Filings: an MGT-14 form for the offer resolutions was rejected and refiled with additional fees, approved June 3, 2026 (DRHP p.55). After the pre-filed draft, SEBI received an anonymous complaint about employee records and other operational matters, which the company has denied (DRHP p.49).
• Registered office: moved within Andheri, Mumbai on December 12, 2024 (DRHP p.249).

13Capacity and expansion

Source: DRHP p.240, DRHP p.241, DRHP p.118, DRHP p.120, DRHP p.109. The hiring plan costs ₹70.0 crore over three years (DRHP p.113). The office plan is based on an architect's assessment and vendor quotations; no orders have been placed (DRHP p.33).

The document gives no measure of platform capacity, card issue limits or transaction throughput. Since April 1, 2023 the company reports no material failure of its technology or of third-party providers (DRHP p.35).

14Market size and industry structure

Paramotor Digital Technology industry: market size and growth

As claimed: the chapter is taken from "Powering the modern consumer ecosystem: Consumer Spends, Digital Gifting, Rewards and Fintech Solutions in India", dated October 2026, by Frost & Sullivan, commissioned and paid for by the company under an engagement letter of December 17, 2025 (DRHP p.25). The commissioned report says total prepaid card transactions in India were about 2.0 billion in calendar 2025, worth about ₹70,090 crore, and projects 4.5 billion transactions worth ₹1,02,890 crore by calendar 2030 (DRHP p.163).

The part that is addressable: the company sells non-reloadable prepaid cards and gift cards, reward points and software. For its spend management line the report sizes a direct-to-consumer pool, measured as interchange fees of 2.2% on prepaid card spend, at ₹1,220 crore in calendar 2020, ₹1,810 crore in 2022 and ₹1,540 crore in 2025, and projects ₹2,260 crore by 2030 (DRHP p.170). The report itself notes a normalisation between 2023 and 2025 as prepaid rules changed (DRHP p.170).

What the company is today: its FY26 program fees of ₹154.2 crore are about a tenth of the report's ₹1,540 crore pool for calendar 2025 (our arithmetic, DRHP p.27, DRHP p.170). The two are not on the same basis: one is a fiscal year, the other a calendar year, and program fees include gift card commission. The report names the company among prominent players in digital gift cards and in custom fintech software, without giving it a market share (DRHP p.189, DRHP p.198).

Size over time: prepaid card transaction value went from about ₹55,260 crore in calendar 2020 to ₹82,460 crore in 2022 and ₹61,850 crore in 2023 (DRHP p.164). The digital gift card market, by gross transaction value, was USD 10.67 billion in 2023 and USD 15.10 billion in 2025, and the report projects USD 33.65 billion by 2030, 17.4% a year (DRHP p.193).

The report puts the rewards and loyalty market at USD 5.09 billion in 2025 and projects USD 10.57 billion by 2030, 15.8% a year (DRHP p.177). It sizes custom fintech software development at USD 0.14 billion in 2020 and USD 0.53 billion in 2025, and projects USD 2.15 billion by 2030 (DRHP p.197, DRHP p.198). These projections are the report's own.

Segments: the report divides rewards and loyalty into reward programmes, the platforms that run them and channel rewards; programmes were 80.23% of that market in 2025 (DRHP p.177). Reward programmes alone grew from USD 2.25 billion in 2020 to USD 4.08 billion in 2025 (DRHP p.178). The company sits in prepaid card distribution, digital gift cards, reward programmes through RewardOn and custom software through DevStack (DRHP p.204, DRHP p.205).

What drives demand: digital payments rose from 21 billion transactions in FY2018 to 228 billion in FY2025, about 40.6% a year (DRHP p.158). Real GDP grew 7.1% in FY2025 and 7.7% in FY2026 (DRHP p.151). The report also names over 11 million card terminals and wide QR acceptance, corporate gifting and employee rewards, a higher tax-free limit for meal cards, and a SEBI consultation on mutual fund gifting through prepaid instruments (DRHP p.158, DRHP p.168, DRHP p.169).

Structure: the report names Happay, OmniCard, Zaggle and Volopay in prepaid card distribution; Pine Labs (Woohoo), Vouchagram (GyFTR) and Parity Cube (Zingoy) in gift cards; Capillary, Zaggle, Easyrewardz, Edenred, Nreach (Xoxoday) and Thriwe in rewards; and Saksoft, Aurionpro, InfoBeans and Datamatics in custom fintech software (DRHP p.50). It describes barriers to entry in card distribution because card partners run strict empanelment and due diligence (DRHP p.50).

Inputs and trade: the main input is the interchange fee, set by RuPay, Mastercard and Visa with the card issuers; the company has no say over the fee sharing (DRHP p.27). Interchange on prepaid cards is not capped today, while the RBI caps debit card charges (DRHP p.52). The company pays transaction processing fees to banks and payment gateways, ₹105.2 crore in FY26 (DRHP p.333). Its revenue is all from India (DRHP p.58).

Rules: payment systems are governed by the Payment and Settlement Systems Act, 2007 and run under RBI authorisation (DRHP p.243). The RBI's draft Master Direction on Prepaid Payment Instruments, 2026 would raise capital and customer checks for issuers, which the report expects to drive consolidation (DRHP p.168). The company is not itself regulated by the RBI, but rules for program managers could follow (DRHP p.52).

What the chapter says can go wrong: regulatory complexity, cyber fraud and fake vouchers, a crowded market with pressure on margins, a cultural preference for cash gifts, and working capital pressure from paying for gift cards in advance with seasonal demand (DRHP p.196). The chapter does not give the company's own share of any market it sizes.

15Competitive position

Paramotor Digital Technology competitors

Source: DRHP p.134, DRHP p.209, converted from ₹ million. Our arithmetic: Pine Labs' revenue is about 4.5 times the company's, Zaggle's about 3.2 times and Capillary's about 1.2 times (our arithmetic, DRHP p.134). The document says the company has no listed peer that is directly comparable (DRHP p.135).

What the company puts forward: a direct-to-consumer platform across prepaid cards, gifting and rewards, quick card issue, an in-house technology platform and its card partnerships (DRHP p.223, DRHP p.170). Against that, as the document itself states: reward points and DevStack are under two years old, with six RewardOn and five DevStack customers; three gift card aggregators and three dealers supply the catalogue, all of whom also supply users directly; and competitors have longer histories and more money (DRHP p.25, DRHP p.29, DRHP p.30, DRHP p.50).

16Peers the company named

Peers named in the offer document: Pine Labs Limited, Zaggle Prepaid Ocean Services Limited and Capillary Technologies India Limited (DRHP p.134).

Pine Labs and Zaggle are several times the company's size by revenue (DRHP p.134). Pine Labs is a merchant payments and commerce platform, Zaggle a corporate spend management and prepaid card company, Capillary a loyalty and customer engagement software company (DRHP p.205). The document gives their P/E on October 12, 2026 prices as 159.82 for Pine Labs, 16.20 for Zaggle and 81.78 for Capillary, an average of 85.93 (DRHP p.134, DRHP p.130). The company's FY26 diluted EPS is ₹15.23 after the bonus, and its net asset value ₹24.12 a share at March 31, 2026 (DRHP p.130, DRHP p.131). With no price band, no P/E for the company can be stated.

17Risks, in plain words

Paramotor Digital Technology IPO risks

Business: young lines: reward points and DevStack began in FY26 (DRHP p.25) → most revenue now comes from businesses with under two years of record → reward points were 68.68% of FY26 revenue and 69.80% in the latest quarter (DRHP p.27).

Financial: thin margin on the largest line: reward points are booked gross (DRHP p.27) → most of that revenue is passed on as the cost of cards redeemed → cost of operations was 95.11% of reward points revenue in FY26 (DRHP p.333).

Issue-specific: marketing spend: ₹355.0 crore of the issue goes to customer acquisition, retention and brand promotion, creating no tangible asset (DRHP p.32) → if sales do not rise with it, profit falls → the company spent ₹17.2 crore on user acquisition and retention in FY26 (DRHP p.33).

Financial: cash used in the latest quarter: advances to card issuers and settlements due from payment firms rose (DRHP p.357) → cash left the business despite a profit → operating cash flow was −₹46.3 crore and cash ₹3.3 crore at June 30, 2026 (DRHP p.286, DRHP p.284).

Customers: a few partners: program fees depend on card partners and the top two customers (DRHP p.28) → losing one could cut fee income quickly, on 90 days' notice → the top two were 19.51% of FY26 revenue and 99.63% of FY25 (DRHP p.28, DRHP p.29).

Suppliers: gift card sources: the catalogue comes from three aggregators and three dealers who also supply users directly (DRHP p.29, DRHP p.30) → a lost source or a shift to lower-margin cards could shrink reward point revenue → 234 gift cards in the catalogue at June 30, 2026 (DRHP p.29).

Regulation: interchange and card rules: interchange is set by the card networks and issuers and is uncapped for prepaid cards today (DRHP p.27, DRHP p.52) → a cap or lower fee share would cut program fees → program fees were ₹154.2 crore in FY26 (DRHP p.27).

Business: seasonality: revenue gathers in the second half of the year (DRHP p.51) → a weak festive season would weigh on the whole year → the second half brought about 55% to 75% of annual revenue (DRHP p.51).

Promoters: control and related dealings: the promoters and their trusts hold 99.85% before the offer (DRHP p.93) → they will keep control after it (DRHP p.56) → both promoters are paid as executives and rent offices to the company (DRHP p.41, DRHP p.240).

Legal and filings: records: auditors changed twice in two years, a company law form was rejected and refiled, and some statutory forms carried errors (DRHP p.79, DRHP p.55) → gaps in records can bring penalties → TDS was paid late 16 times in FY26, ₹0.04 crore, with delays of 19 to 346 days (DRHP p.46).

18Litigation and regulatory matters

Cases against Paramotor Digital Technology and its promoters

Summary: no criminal, material civil or regulatory proceedings against or by the company, its subsidiary, promoters, directors or key managers (DRHP p.366, DRHP p.367, DRHP p.368). No disciplinary action by SEBI or the exchanges against the promoters in five years (DRHP p.367). The company paid a pre-deposit of ₹0.31 crore in the GST appeal (DRHP p.369). Statutory dues: one late provident fund and one late ESIC payment in FY26, both small (DRHP p.46).

19Related-party transactions

Source: DRHP p.41, DRHP p.39, DRHP p.40, converted from ₹ million. Rent to related parties was 44.99% of total rent in FY26 (DRHP p.39). Salaries of the chief financial officer, Jayesh Modi, ₹0.28 crore, and the company secretary, Nehal Ramniklal Shah, ₹0.04 crore, appear from FY26 (DRHP p.41). User acquisition expenses include some marketing payments to related parties, which the issue money will not pay (DRHP p.33).

What appeared or changed in the two years before filing: the Mohali office licence from Rahul Anand and Jyoti Anand from August 1, 2024, replacing a lease from Jyoti Anand; salaries to Ram Anand and Jyoti Anand in FY24 that stopped after it; the brokerage to Ashpa Property Consultant in FY26; and the subsidiary's use of the registered office at no charge (DRHP p.40, DRHP p.41, DRHP p.273). The company says all these transactions were at arm's length (DRHP p.40).

20What the offer document does not say

The price band, the number of shares in the fresh issue and the offer for sale, the after-offer shareholding and the offer expenses are blank (DRHP p.68, DRHP p.92, DRHP p.101). The names of customers other than NSDL Payments Bank Limited and Monepeak Fintech Private Limited, and of gift card aggregators and dealers, are not given (DRHP p.28, DRHP p.29). Program fees are not split between prepaid card interchange and gift card commission.

Card spend volumes, the number of cards issued and the interchange share by partner are not disclosed. The margin of each business line is not given. The amount of reward points sold but not yet redeemed is shown only as a balance, without the expiry pattern (DRHP p.300). The company's share of any market sized in the industry chapter is not stated. What changed from the pre-filed draft is not set out in this document.

The contents of the anonymous complaint beyond its subject are not given (DRHP p.49).

21Five questions for management

1. How much of FY26 reward points revenue came from companies on RewardOn and how much from users purchasing points on yayyy.shop, and what share of points expire unredeemed?
2. What was the total card spend behind the FY26 program fees, and what share of interchange did the company keep on average?
3. Of the ₹66.0 crore advanced for cards and ₹46.2 crore due from payment firms at June 30, 2026, how much has since been settled?
4. What revenue per rupee did the ₹17.2 crore of FY26 user acquisition spending bring, against which the ₹320.0 crore incentive plan was sized?
5. Why did VHUD & Associates resign as auditor in November 2025 for commercial considerations, after about seventeen months?

2Sources and cited facts

This study was read from 2 documents the company filed. The 182 figures it cites are listed under the document each came from, with the page and the sentence as printed.