Cultfit files Rs 3,500 crore IPO; Swiggy nears IOCC status

Key Takeaways

• Cultfit filed DRHP with SEBI for Rs 3,500-4,000 crore IPO including Rs 950 crore fresh issue
• Swiggy's foreign shareholding fell below 50% but still needs board changes for IOCC status
• CCI cleared UpGrad's acquisition of Unacademy at Rs 2,055 crore, 90% below 2021 peak valuation

Cultfit filed its draft red herring prospectus with SEBI for an IPO worth Rs 3,500-4,000 crore, while Swiggy crossed a key threshold in its push to become an Indian-owned and controlled company. In a separate development, CCI cleared UpGrad's acquisition of Unacademy, setting up one of edtech's biggest consolidation moves.

What does Cultfit's IPO look like?

The fitness and active lifestyle platform plans to raise Rs 950 crore through a fresh issue. The offer for sale includes up to 178.6 million shares from existing shareholders. Cultfit may also pursue a pre-IPO placement of up to Rs 190 crore, which would reduce the fresh issue size if completed.

Major selling shareholders include Chiratae (up to 28.1 million shares), Temasek (up to 24.7 million shares), Fitness First (up to 19.6 million shares), and founder Mukesh Bansal (up to 16 million shares). Tata Digital will sell up to 15.9 million shares. Actor Hrithik Roshan is also among the sellers.

The company plans to spend Rs 276.6 crore on new Cult Elite and Cult Neo centers. Another Rs 217.5 crore goes toward lease, rent, and license payments. Debt repayment takes Rs 120 crore, brand marketing gets Rs 75 crore, and Rs 23.4 crore will expand Cultsport's exclusive brand outlets.

Why is Swiggy pushing for IOCC status?

Swiggy's foreign shareholding dropped to 49.76% of paid-up equity capital as of July 6. Under India's Foreign Exchange Management Act, a company qualifies as IOCC only when owned and controlled by resident Indian citizens or eligible Indian entities.

IOCC status would let Swiggy's quick commerce arm Instamart own inventory directly. This matters because an inventory-led model could improve margins and tighten supply chain control. Instamart would recognize the full value of goods sold as revenue rather than just commissions.

But crossing 50% Indian ownership isn't enough. A majority of Swiggy's board must comprise Indian directors for IOCC classification. Shareholders voted down this proposal in May. The company now needs RBI approval to cap foreign shareholding at 49.5%.

Rival Eternal (Zomato) already secured IOCC status in April 2025 by capping foreign ownership at 49.5%. That move let Blinkit shift to an inventory-led model and book gross merchandise value as revenue.

UpGrad acquires Unacademy at 90% discount

CCI cleared UpGrad's acquisition of Unacademy in an all-stock transaction valuing the Bengaluru-based company at Rs 2,055 crore ($218 million). That's more than 90% below Unacademy's 2021 peak valuation of $3.4 billion.

The acquisition makes sense for UpGrad because Unacademy is expected to hold Rs 900-950 crore in cash at closing. That war chest helps UpGrad expand in online test preparation and adjacent learning categories. Unacademy cofounder Gaurav Munjal will continue to lead the company after the merger.

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Frequently Asked Questions

What is Cultfit's IPO size?

Cultfit is targeting Rs 3,500-4,000 crore, with a fresh issue of Rs 950 crore and offer for sale of up to 178.6 million shares from existing shareholders.

What does IOCC status mean for Swiggy?

Indian Owned and Controlled Company status would allow Swiggy's Instamart to own inventory directly, operate with fewer FDI restrictions, and potentially book gross merchandise value as revenue.

Why was Unacademy valued 90% below its 2021 peak?

Edtech valuations corrected sharply after 2021. The Rs 2,055 crore valuation reflects current market conditions and Unacademy's fundamentals rather than peak-era growth projections.

When will Swiggy become an IOCC?

Despite Indian shareholding crossing 50%, Swiggy needs a board majority of Indian directors and RBI approval to cap foreign shareholding at 49.5%. Shareholders voted down the board change in May.

Source: Tech-Economic Times