Sebi Clears Cult.fit IPO, Where Sellers Could Take 76% of ₹4,000 Crore

Sebi, India's securities regulator, issued final observations on Cult.fit's offer documents on Oct. 12, clearing the fitness company to go ahead with an initial public offering, Inc42 reported on Oct. 16. The company filed its draft red herring prospectus (DRHP, the preliminary offer document) in July.

The Economic Times headline put the size at ₹3,500 crore to ₹4,000 crore. The DRHP itself fixes only one number: a fresh issue of up to ₹950 crore.

What the filing fixes and what it does not

The rest of the issue is an offer for sale (OFS), where existing shareholders sell stock and the company receives nothing. Inc42 puts the OFS at up to 17.86 crore shares. The Free Press Journal's July report said the OFS could take the total to nearly ₹4,000 crore, citing people familiar with the matter rather than the filing.

Take that figure at face value and the arithmetic is plain. ₹4,000 crore minus the ₹950 crore fresh issue leaves about ₹3,050 crore for sellers, or 76 percent of the offering. No price band has been announced, so the share count cannot yet be converted to rupees.

A pre-IPO placement of up to ₹190 crore is also possible. If it happens, the fresh issue shrinks by the same amount, per the Free Press Journal.

Who sells

Inc42 lists Temasek Holdings, through MacRitchie Investments, Schroders Capital, German fitness operator LifeFit Group, Accel, Tata Digital and cofounder Mukesh Bansal as selling shareholders. The Free Press Journal's July list is longer. It adds Chiratae Ventures, Kalaari Capital, Endiya Partners and Hrithik Roshan's Extreme Brands, among others.

Eternal Ltd, which holds 6.4 percent, will not sell, according to the same report. Temasek invested ₹440 crore in March, the Free Press Journal said, and appears on the selling list months later.

FY26 numbers behind the offer

The five book-running lead managers are Axis Capital, Goldman Sachs, Jefferies India, JM Financial and Morgan Stanley India. They are marketing a business that reported ₹1,720.6 crore of FY26 operating revenue, up 41.5 percent from ₹1,215.5 crore, per Inc42's reading of the filing.

Year ended March	Operating revenue	Net loss	Loss as % of revenue
FY25	₹1,215.5 crore	₹480.8 crore	39.6%
FY26	₹1,720.6 crore	₹251.8 crore	14.6%

The loss ratio in the last column is The Terminal's calculation from Inc42's figures. Net loss fell 47.6 percent while revenue grew 41.5 percent.

Fitness services were about 70 percent of FY26 revenue and fitness products about 30 percent. As of March 31, 2026, Cult.fit had 708 centres in 77 cities and more than 9.87 lakh paid members. Of the centres, 218 are company-owned, 288 are franchised and 202 are run by independent owners.

Against other Indian listings

A 14.6 percent loss ratio is lower than the 34.0 percent that Urban Company's September quarter loss of ₹182.5 crore on ₹537.3 crore of revenue implies, and higher than the 5.8 percent for Flipkart's FY26 loss of ₹8,468 crore on ₹1,45,880 crore of revenue. The periods differ, so the comparison is a rough guide only.

Neither Inc42 nor the Free Press Journal reports a valuation for the offer. The Free Press Journal cited a valuation of about $1.5 billion from a 2021 round, and Inc42 says the company has raised over $800 million.

The next fixed event is the price band and anchor-book dates, which Cult.fit has not announced. The Free Press Journal reported the company may wait for favourable market conditions before launching.