Wog Technologies Limited IPO

01At a glance

What the company does: designs, engineers, builds and operates water treatment, oil-separation, wastewater-recycling and effluent treatment plants for industrial and municipal clients, and provides operation and maintenance (DRHP p.29). EPC and EPM projects were 94.76% of revenue in the three months to June 2025 (DRHP p.33).

Who pays it: a few large clients: the top ten were 97.53% of FY25 revenue and 99.30% in the June 2025 quarter (DRHP p.33). The oil, gas and petrochemical industry was 51.91% of FY25 revenue (DRHP p.33). In FY25 and the June quarter the largest customer was WOG Technologies Pte. Ltd., Singapore, which subcontracted orders to the company, in FY25 from Saudi Aramco Technologies Company and another customer (DRHP p.42).

Why it is raising money: ₹2,200.00 million for working capital, ₹450.00 million to acquire a further 50% of Bell Cooling Towers Private Limited, and the rest for general purposes (DRHP p.30). Converted from ₹ lakh.

How fast it has grown: revenue from ₹617 million in FY23 to ₹822 million in FY24 and ₹1,654 million in FY25, and ₹413 million in the three months to June 2025 (DRHP p.32).

The one thing to understand: FY25's jump was driven by an affiliate. Sales of goods and services to WOG Technologies Pte. Ltd. and WOG Technologies DWC LLC, entities where key management had significant influence, were ₹674.39 million in FY25, 40.77% of revenue, and 31.79% in the June quarter (DRHP p.34, DRHP p.35, our arithmetic). The company has since acquired WOG Technologies Pte. Ltd. through a new Singapore holding company (DRHP p.278).

02The business, in plain words

A water-treatment contractor wins a contract to build a treatment or recycling plant for a refinery, factory or municipality, designs it, buys the equipment from vendors, installs and commissions it, and often runs it afterwards under an O&M contract. It is paid against milestones and holds bank guarantees for performance.

A refinery abroad needs a wastewater recycling plant → the Singapore affiliate wins the order and subcontracts work to WOG in India → WOG engineers and supplies its part → it bills the affiliate.

Raw materials and components were 49.95% of total expenses in the June quarter, down from 72.41% in FY23 (DRHP p.33).

Earnings equation: Profit ≈ contract value × (margin over equipment and subcontract cost) − overheads − interest. Operating EBITDA margin was 41.10% in FY25 (DRHP p.164).

03Where the money comes from

Source: DRHP p.33, DRHP p.34, DRHP p.35. The last row is our arithmetic from the related-party table. Q1 FY26 is three months.

The named customers include Enter Engineering Pte. Ltd., Hindustan Petroleum Corporation and Punjab water-supply and small-industry bodies (DRHP p.42).

04The growth record

Source: DRHP p.32, DRHP p.164, DRHP p.402. Converted from ₹ lakh. Q1 FY26 is three months.

05What the growth is made of

Affiliate work at far higher margins. Revenue doubled in FY25 while operating EBITDA grew almost ninefold, and margin rose from 9.39% to 41.10% (DRHP p.164). In the same year, services sold to WOG Technologies Pte. Ltd. rose from ₹40.66 million to ₹434.66 million (DRHP p.34). The pages read do not give the margin on affiliate work separately.

06Earnings quality

Profit did not turn into cash. FY25 profit was ₹442.42 million and operating cash flow negative ₹211.40 million, as trade receivables rose from ₹297.91 million to ₹1,058.15 million (DRHP p.32, DRHP p.34, DRHP p.402). The company also presents pro forma accounts to show the effect of acquiring the Singapore affiliate, and warns they may not indicate future results (DRHP p.33, DRHP p.278). The statutory auditors made no qualifications not given effect in the restated accounts (DRHP p.32).

07The balance sheet

Source: DRHP p.32, DRHP p.34. Converted from ₹ lakh.

Net worth rose ₹982 million in FY25, of which ₹442 million was profit; the rest came mainly from preferential allotments (our arithmetic, DRHP p.32, DRHP p.111). Contingent liabilities at June 2025 were ₹498.78 million, including ₹359.94 million of GST cases (DRHP p.34).

08What the money is for

Source: DRHP p.30. Converted from ₹ lakh. The company bought 5% of Bell Cooling Towers, a cooling-tower maker, under an agreement of October 2025 (DRHP p.277).

09Who is selling

Source: DRHP p.30, DRHP p.31. Together they offer up to 4,328,000 shares; the split was not read for this study (DRHP p.29).

10Promoters

The promoters are Satyapal Singh, Sunil Kumar and Amrita Panwar (DRHP p.29). Satyapal Singh holds no shares (DRHP p.31). WOG Technologies Pte. Ltd. paid Sunil Kumar SGD 131,800 in the year to December 2024 (DRHP p.289).

11Who already owns it

Source: DRHP p.30, DRHP p.31. The last row is our arithmetic.

12What changed just before the IPO

• Share sales: 360,600 shares at ₹1,111.50 each in October and November 2024, about ₹400.81 million, then 83,028 shares at ₹2,572 each from March to May 2025, about ₹213.55 million (DRHP p.110 to 113, our arithmetic).
• Bonus issue: 24 bonus shares for each share held, in July 2025; on that basis the ₹2,572 price equals ₹102.88 a share (DRHP p.113, our arithmetic).
• Acquisition: WOG Technologies Pte. Ltd. bought through a Singapore holding company set up in April 2025 (DRHP p.278, DRHP p.283).
• Order book: ₹10,129.60 million at 30 November 2025, about six times FY25 revenue (DRHP p.33, our arithmetic).

13Capacity and expansion

Capacity is engineering teams, vendors and working capital. The proceeds fund working capital and the Bell Cooling Towers stake; the company also plans to diversify into green energy, which it lists as a top risk (DRHP p.30, DRHP p.33).

14Market size and industry structure

The CRISIL report cited in the offer document projects the global water and wastewater treatment market at USD 430 to 435 billion by 2028 and the Indian market at ₹6,310 to 6,510 billion over fiscals 2025 to 2029 (DRHP p.29). Those projections are CRISIL's, and newboard has not tested them.

15Competitive position

What the document claims, and what it rests on:

• Integrated engineering: design through operation of treatment plants (DRHP p.29).
• Overseas references through the Singapore subsidiary, which has won industry awards (DRHP p.277).

Against that: dependence on ten customers and one affiliate, competitive bidding, pricing pressure and slow collections (DRHP p.33, DRHP p.34).

16Peers the company named

The document gives the listed peers' P/E range as 12.97 to 27.64, average 19.17, using prices on 23 December 2025 (DRHP p.159). The peer names were not read for this study.

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

17Risks, in plain words

• Concentration. Ten customers were 99% of recent revenue (DRHP p.33).
• Affiliate revenue. Four-tenths of FY25 revenue came from WOG entities (DRHP p.34, DRHP p.35).
• Order book. Contracts can be cut or cancelled (DRHP p.33).
• Vendors. All equipment comes from third parties (DRHP p.33).
• Receivables. ₹1,019 million at June 2025 (DRHP p.34).
• Green energy. A planned diversification with its own risks (DRHP p.33).

18Litigation and regulatory matters

Source: DRHP p.32. Converted from ₹ lakh. One criminal proceeding is pending against key managerial personnel or senior management (DRHP p.33).

19Related-party transactions

Material. Sales to WOG Technologies Pte. Ltd. were ₹586.69 million in FY25 and ₹131.31 million in the June quarter; sales to WOG Technologies DWC LLC ₹87.70 million in FY25; and the company bought ₹88.40 million from WOG Technologies Pte. Ltd. in FY24 (DRHP p.34, DRHP p.35). Converted from ₹ lakh.

20What the offer document does not say

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

• What the company paid for WOG Technologies Pte. Ltd., or who owned it before, in the pages read.
• The margin on affiliate work compared with other customers.
• Why investors paid ₹2,572 a share in March 2025, 2.3 times the ₹1,111.50 of November 2024.
• What the criminal proceedings concern, in the pages read.
• The price band, lot size or issue dates, which is normal at DRHP stage.

21Five questions for management

1. Who owned WOG Technologies Pte. Ltd. before the acquisition, and what was paid for it?
2. How much of FY25 profit came from work subcontracted by the Singapore company?
3. Why was operating cash flow negative in FY25 while profit rose sixteenfold?
4. How much of the ₹10,130 million order book is from the Singapore subsidiary's clients?
5. Why acquire control of Bell Cooling Towers, and at what valuation?

1Sources and cited facts

This study was read from 1 document the company filed. The 39 figures it cites are listed under the document each came from, with the page and the sentence as printed.