EverBrands India IPO

Easy to miss in the prospectus

• The financials table above carries loss for the year. EPS, return on net worth and net asset value are struck on loss attributable to owners of the company, which is a different number: ₹57.74 Cr in FY26 and ₹28.26 Cr in FY25, but ₹18.44 Cr in FY24 - larger than the group loss of ₹16.67 Cr that year, because the non-controlling interest in Fresh and Honest Cafe made ₹1.77 Cr.
• Return on net worth is calculated by the issuer on CLOSING net worth, as its own note states - loss attributable to owners divided by net worth - and not on average net worth. The FY26 figure of -10.16% becomes -10.94% if computed on the average of the FY25 and FY26 net worth instead.
• Net asset value per share of ₹64.20 divides net worth of ₹568.09 Cr by 88,483,510 shares, the count AFTER the 2,654,292 outstanding preference shares convert into up to 26,542,920 equity shares - a conversion the DRHP states will happen before the red herring prospectus is filed with the RoC. On the 61,940,590 equity shares actually outstanding at the DRHP date, the same net worth is ₹91.72 a share.
• The 82.14% promoter holding is EverBrands Ventures Pte. Ltd. alone, measured on those 61,940,590 equity shares; the one promoter group member in the table, Essay Commercial Resources Private Limited, adds a further 0.40%. On a fully diluted basis the same corporate promoter, EverBrands Ventures Pte. Ltd., holds 57.78%, and the preference shares put Norwest Capital LLC at 16.48%, Playbook India Fund II at 4.15%, Enrich Agro Food Products Private Limited at 3.64% and Bikramjit Singh Kandhari at 3.64% - none of whom appear in the equity shareholding table at all.
• Two tables in the DRHP round the Mankekar family holdings differently for the same share counts: the top-10 public shareholders table used here prints 4.17% and 1.51%, while the list of shareholders holding 1% or more prints 4.16% and 1.50%.
• The disclosed total borrowings to total equity of 0.24 times divides ₹149.71 Cr by ₹633.63 Cr - equity attributable to owners, which the capitalisation statement labels 'total equity'. The balance sheet's total equity including non-controlling interests is ₹679.42 Cr, which gives 0.22, and the ₹568.09 Cr net worth used for RoNW and NAV gives 0.26.
• EBITDA here is the issuer's own definition - loss before tax plus finance costs and depreciation and amortisation, less other income - and under Ind AS 116 it is struck before store rent. The DRHP also discloses Adjusted EBITDA, which deducts the cash paid on lease liabilities towards rent: ₹14.61 Cr in FY24 against EBITDA of ₹43.37 Cr, ₹19.84 Cr against ₹64.21 Cr in FY25, and ₹28.61 Cr against ₹98.13 Cr in FY26.
• The peer comparison is dated 25 September 2026 and three of its five members have no P/E, because Devyani International, Sapphire Foods India and Restaurant Brands Asia were all loss-making in FY26. The DRHP's stated industry average of 182.29 times is the arithmetic mean of the only two that do have one: Jubilant Foodworks at 85.31 and Westlife Foodworld at 279.28.
• The reportable segments changed mid-series. The group previously reported (i) food and beverages and (ii) manufacturing and trading of coffee powder and related products; the QSR / beverages / Others split used here took effect from 1 April 2025.
• The statutory auditor, B S R and Co, issued unmodified opinions and the abridged prospectus states there are no qualifications that have not been given effect to. Remarks were included for all three of Fiscals 2024, 2025 and 2026: under Rule 11(g) on enablement of the audit-trail (edit log) facility in the accounting software, and under CARO 2020 on delays in depositing undisputed statutory dues and non-deposit of certain dues owing to disputes.
• The whole board is new. At the DRHP date no director had served a full year: Jasper Timothy Mathew Reid from 26 December 2025, Vikas Choudhury from 23 January 2026, Tara Subramaniam from 7 April 2026, Cicily Thomas from 15 July 2026, Farokh Tehmurasp Balsara from 5 August 2026 and the chairman, Sameer Sain, from 24 September 2026.
• The weighted average cost of acquisition of equity shares transacted in both the last one year and the last three years is ₹120.51, within a range of ₹116.30 to ₹155.10; preference shares in the same periods were ₹285.80. The corporate promoter's own weighted average cost, across 51,127,580 shares on a fully diluted basis, is ₹1.60.
• A pre-IPO placement of up to ₹120 Cr may be made before the red herring prospectus is filed with the RoC, capped at 20% of the issue size, and anything raised that way is deducted from the issue.
• Culinary Brands India Private Limited is wholly owned, but Fresh and Honest Cafe Private Limited is only 76% owned, with Lavazza Netherlands B.V. holding the other 24%. The group's exclusive coffee brand partner is therefore also a minority shareholder in the subsidiary that sells its coffee, which is where the non-controlling interest of ₹45.79 Cr on the FY26 balance sheet comes from.
• None of the net proceeds is scheduled for deployment in Fiscal 2027. The ₹326.85 Cr store capex is estimated at ₹70.4 lakh a store in the north and south, ₹71.7 lakh in the west and ₹74.8 lakh in the east, and the DRHP states the locations have not yet been identified and that the funding requirement has not been appraised by any bank, financial institution or independent agency.