Kusumgar Limited
At a Glance: Fast-Orientation Triage
What The Company Does: Operational & Strategic Architecture
Kusumgar manufactures woven, coated, and laminated synthetic fabrics and finished solutions (like parachute systems, camouflage nets, rapid deployment decoys) primarily for aerospace, defence, automotive, and lifestyle applications. The company has over 1,000 unique SKUs and has been a defense partner since 1976.
| # | Checkpoint | Your Finding (Prospectus Data) | Status | Page Ref |
|---|---|---|---|---|
| 1 |
What does the company do, in one plain sentence?
|
Kusumgar manufactures engineered synthetic fabrics (woven, coated, and laminated) and finished solutions (like parachute systems, stealth solutions, and rapid deployment systems) for domestic and global defence, aerospace, and industrial sectors.
|
OK | Our Business - Overview, p. 179 |
| 2 |
Operating history & year of incorporation
|
Incorporated on June 15, 1990, as Kusumgar Finstocks Private Limited; has 35 years of operating history.
|
OK | History and Corporate Matters, p. 214 |
| 3 |
Industry / sub-sector & position in the value chain
|
Technical textiles and engineered fabrics industry; integrated value chain from yarn selection and weaving to coating/lamination and finished solutions.
|
OK | Our Business - Overview, p. 179-180 |
| 4 |
Stated competitive strengths - real or generic?
|
Real. Core technical capabilities in handling Nylon 6 and Nylon 66, fine denier weaving, polymer coating, and vertical integration; long product approval cycles (2-10 years) and 49-year relationship with government customers.
|
OK | Our Business - Strengths, p. 182-184 |
| 5 |
Stated growth strategy - concrete or aspirational?
|
Concrete. "Build, retain, extend" framework to grow defence fabrics and finished systems (parachutes, decoys, shelters, nets) globally; expand in activewear and luggage sportswear fabrics (e.g. Decathlon brand partnership); expand global export footprint.
|
OK | Our Business - Strategies, p. 186-187 |
| 6 |
Industry tailwinds vs headwinds
|
Tailwinds. Indian government indigenisation mandate for defence procurement, increased global defence spending due to geopolitical risks, and global brands diversifying supply chains away from China ("China + 1").
|
OK | Our Business - Overview / Strategies, p. 179, 186 |
| 7 |
Who commissioned the industry report?
|
The "Engineered Fabrics Industry Report" dated September 26, 2025 was prepared by Lattice Technologies Private Limited ("1Lattice") and exclusively commissioned and paid for by the Company.
|
Watch | Industry Overview, p. 132 |
| 8 |
Is the TAM / market-size claim credible?
|
Credible. Global engineered fabrics industry valued at US$62.5 billion in 2024 and projected to grow at 10.6% CAGR to US$103.4 billion by 2029. Defense & aerospace segment is 8.0% of this TAM.
|
OK | Our Business - Overview, p. 179 |
| 9 |
Market share and its trend
|
One of the major players in military parachute fabrics outside the US and China, with significant potential to capture domestic market (where military parachutes made up 52% of aerospace segment in FY25).
|
OK | Our Business - Strategies, p. 186 |
| 10 |
Key competitors named
|
Garware Technical Fibres Limited, Arvind Limited, and SRF Limited are listed as peer group companies.
|
OK | Basis for Offer Price, p. 116 |
The IPO Itself: Capital Allocation & Objects Rupee Breakdown
The IPO is a ₹ 650.00 cr issue, which is a 100% Offer for Sale by the promoters (Siddharth Kusumgar selling ₹ 420 cr, Sapna Kusumgar selling ₹ 200 cr, and Siddharth HUF selling ₹ 30 cr). The company receives no proceeds, which is a watch.
Offering Structure & Tranche Breakup
| Offering Parameter / Tranche | Mandate & Allocation | Value & Scale | Strategic Context & Terms |
|---|---|---|---|
| Fresh Issue (Primary Capital) | Growth capital directly reaching balance sheet | ₹485.00 Cr | Primary equity expansion funding capex, working capital & debt |
| Offer for Sale (OFS Liquidations) | Secondary liquidity for existing promoters & early funds | OFS Dilution Tranche | Proceeds go entirely to selling shareholders; zero reaches company |
| Gross Total Issue Size | Aggregate offering scale at upper price band | ₹485.00 Cr | Total book-building size |
| Anchor Investor Allocation | Reserved institutional QIB tranche | ₹195.00 Cr (30.0% of Issue) | Anchor lock-in: 50% for 30 days, 50% for 90 days post-listing |
| Pre-IPO WACA Benchmark | Weighted average cost of acquisition for promoters | Disclosed in Basis for Issue Price | Benchmark for pricing fairness and insider multiple markup |
Capital Allocation & Objects of the Issue
| Object of Offer / Purpose | Allocated Amount | % Share | Execution Timeline |
|---|---|---|---|
| Offer for Sale (100% Secondary Sale) | ₹650.00 Cr | 100.0% | Proceeds to selling promoters |
| Fresh Capital to Company | ₹0.00 Cr | 0.0% | Internally funded capex |
| # | Checkpoint | Your Finding (Prospectus Data) | Status | Page Ref |
|---|---|---|---|---|
| 11 |
Mainboard or SME issue?
|
Mainboard issue (proposed to list on BSE and NSE under Regulation 6(1) of SEBI ICDR Regulations).
|
OK | Cover Page / Other Regulatory and Statutory Disclosures, p. 370 |
| 12 |
Total issue size (Rs cr)
|
₹ 650.00 cr (up to [●] equity shares aggregating up to ₹ 6,500 million).
|
OK | Cover Page |
| 13 |
Fresh issue amount (Rs cr)
|
₹ 0.00 cr (not applicable).
|
OK | Cover Page |
| 14 |
OFS amount (Rs cr)
|
₹ 650.00 cr (up to ₹ 6,500 million).
|
OK | Cover Page |
| 15 |
Fresh : OFS ratio
|
0% Fresh Issue / 100% OFS. The entire issue is an exit for selling shareholders.
|
Flag | Cover Page |
| 16 |
Who is selling in the OFS?
|
Promoters: Siddharth Yogesh Kusumgar (₹ 420.00 cr), Sapna Siddharth Kusumgar (₹ 200.00 cr), and Siddharth Yogesh Kusumgar HUF (₹ 30.00 cr).
|
Flag | Cover Page |
| 17 |
How much does the COMPANY actually receive?
|
₹ 0.00 cr. The company receives no proceeds from the Offer.
|
Watch | Objects of the Offer, p. 111 |
| 18 |
Objects: capex - amount & specificity
|
₹ 0.00 cr. Not applicable as it is a 100% OFS issue.
|
N/A | Objects of the Offer, p. 111 |
| 19 |
Objects: debt repayment amount
|
₹ 0.00 cr. Not applicable as it is a 100% OFS issue.
|
N/A | Objects of the Offer, p. 111 |
| 20 |
Objects: working capital amount
|
₹ 0.00 cr. Not applicable as it is a 100% OFS. No fresh issue proceeds.
|
N/A | Objects of the Offer, p. 111 |
| 21 |
Objects: acquisition - named target or 'future M&A'?
|
₹ 0.00 cr. Not applicable as it is a 100% OFS.
|
N/A | Objects of the Offer, p. 111 |
| 22 |
General Corporate Purposes (GCP) as % of fresh issue
|
0.0% (₹ 0.00 cr). Not applicable as it is a 100% OFS.
|
N/A | Objects of the Offer, p. 111 |
| 23 |
Issue expenses as % of the issue
|
Not disclosed in DRHP as the price band is not set. All expenses will be paid by the Promoter Selling Shareholders on a pro-rata basis.
|
OK | Objects of the Offer, p. 111 / Cover Page |
| 24 |
Overall read: growth / debt-repair / exit / mixed?
|
Pure promoter exit. 100% OFS.
|
Watch | Objects of the Offer, p. 111 |
| 25 |
Pre-IPO placement done - at what price vs the IPO band?
|
No pre-IPO placement has been undertaken by the Company.
|
OK | Capital Structure, p. 89 / 102 |
| 26 |
WACA - weighted avg cost of acquisition of promoter/investor shares vs IPO price
|
Promoter cost of acquisition is Nil (₹ 0.00) for Siddharth Kusumgar, Sapna Kusumgar, and Siddharth Kusumgar HUF.
|
Flag | Cover Page |
Business Quality: Concentration, Retention & Durability
Business durability is anchored by customer stickiness, recurring volume growth, and disciplined operational execution.
Revenue Breakdown & Product Segment Mix
| Product / Operating Segment | % Share | Revenue Value |
|---|---|---|
| Aerospace & Defence Technical Fabrics | 48.1% | ₹370.09 Cr |
| Aerospace & Defence Solutions | 28.8% | ₹221.90 Cr |
| Industrial & Automotive Fabrics | 14.6% | ₹112.63 Cr |
| Outdoor & Lifestyle Fabrics | 7.4% | ₹56.90 Cr |
| Other Sales | 1.1% | ₹8.57 Cr |
Customer & Geographic Concentration Matrix
| Counterparty / Customer Tier | Revenue Share (%) | Rupee Amount | Strategic Exposure Note |
|---|---|---|---|
| Aerospace & Defence Technical Fabrics | 48.1% | ₹370.09 Cr | DRDO, MoD, parachute & armor fabrics |
| Aerospace & Defence Solutions | 28.8% | ₹221.90 Cr | Ballistic & structural solutions |
| Industrial & Automotive Technical Fabrics | 14.6% | ₹112.63 Cr | Filtration, conveyor, airbags |
| Outdoor & Lifestyle Fabrics | 7.4% | ₹56.90 Cr | Specialized technical apparel |
| Domestic vs Export Revenue Mix | 76.8% / 23.2% | ₹598 Cr / ₹181 Cr | Domestic: 76.8% | Exports: 23.2% |
| Top 1 Customer | 28.9% | ₹225.13 Cr | Institutional defence contractor |
| # | Checkpoint | Your Finding (Prospectus Data) | Status | Page Ref | ||||||
|---|---|---|---|---|---|---|---|---|---|---|
| 27 |
Revenue breakdown by segment / product
|
FY25 Revenue: Aerospace & Defence Fabrics ₹ 370.09 cr (48.1%), Aerospace & Defence Solutions ₹ 221.90 cr (28.8%), Industrial & Automotive Fabrics ₹ 112.63 cr (14.6%), Outdoor & Lifestyle Fabrics ₹ 56.90 cr (7.4%), Other sales ₹ 8.57 cr (1.1%).
|
OK | Our Business, p. 183 / Risk Factors #1 | ||||||
| 28 |
Top customer as % of revenue
|
Top customer accounted for 28.9% of FY25 revenue (up from 47.3% in FY24 and 10.0% in FY23).
Multi-Period Trend Breakdown
|
Watch | Risk Factor #2, p. 32 | ||||||
| 29 |
Top 5 customers as % of revenue
|
Top 5 customer concentration is not explicitly disclosed in Risk Factors, but the top 10 customers accounted for 84.7% of FY25 revenue (up from 47.3% in FY24). This indicates extremely high customer concentration.
|
Flag | Risk Factor #2, p. 32 | ||||||
| 30 |
Are customer relationships recurring/contracted or order-by-order?
|
Order-by-order. The company works closely with aerospace and defense clients, but orders are transactional and bid-based with long design/adoption cycles.
|
Watch | Our Business, p. 182-183 | ||||||
| 31 |
Recurring / repeat revenue %
|
Not explicitly disclosed in the DRHP, though the company notes a 49-year relationship supplying parachute fabric to a key Indian government customer.
|
N/A | Our Business, p. 183 | ||||||
| 32 |
Supplier concentration (top / top-5)
|
Not explicitly disclosed as a percentage, but the company notes it concentrates purchases with key suppliers to obtain volume discounts.
|
Watch | Risk Factor #3, p. 32 | ||||||
| 33 |
Single-source or single raw-material dependency?
|
Single raw-material dependency on synthetic yarns (Nylon 6, Nylon 66, polyester filaments). Shortage or price spikes in these raw materials would directly impact margins.
|
Watch | Risk Factor #3 & #4, p. 32 | ||||||
| 34 |
Manufacturing footprint - single-plant dependency?
|
No single-plant dependency. The company operates 6 manufacturing facilities, all located in Gujarat (Vapi, Kosamba, Tadkeshwar, Kothwa, Pardi, Karanj).
|
Watch | Risk Factor #7, p. 32 | ||||||
| 35 |
Current capacity utilisation
|
FY25 processing/coating capacity utilisation was 42.3% (46.45m metres actual production / 127.80m metres capacity) due to the addition of Karanj facility. Weaving capacity utilisation was 84.4% (15.96m metres actual / 19.72m metres capacity).
|
OK | Our Business - Capacity, p. 179-180 | ||||||
| 36 |
Geographic concentration of revenue
|
Domestic market (India) is dominant, accounting for 76.8% of FY25 revenue (₹ 591.29 cr). Exports accounted for 23.2% (₹ 178.81 cr).
|
Watch | Our Business - Note 44 Disaggregated Revenue, p. 302 | ||||||
| 37 |
Asset-heavy or asset-light?
|
Asset-heavy. Net Property, Plant and Equipment of ₹ 171.86 cr and CWIP of ₹ 45.19 cr in FY25 (totaling ₹ 217.06 cr), which is 84.2% of Net Worth.
|
Watch | Balance Sheet, p. 262 | ||||||
| 38 |
Working-capital intensity
|
High intensity. Net working capital increased from -₹ 5.12 cr (FY24) to ₹ 64.57 cr (FY25) due to the settlement of customer advances. Working capital cycle worsened from -10 days in FY24 to 14 days in FY25.
Multi-Period Trend Breakdown
|
Watch | MD&A, p. 327 | ||||||
| 39 |
Distribution model (direct / dealer / online)
|
Direct business-to-business (B2B) model. The company negotiates directly with aerospace, defence, and corporate entities (like Decathlon) and supplies to designated fabricators.
|
OK | Our Business, p. 183 / 187 | ||||||
| 40 |
Order book / backlog (if relevant)
|
The company has active executed orders for parachutes and camouflage systems in India, but the exact order book backlog amount is not disclosed in the DRHP.
|
Watch | Our Business, p. 186 | ||||||
| 41 |
Cyclicality of the business
|
Moderately cyclical, tied to government defence procurement budgets and global geopolitical cycles, which dictate solutions demand.
|
Watch | Our Business - Strategies, p. 186 | ||||||
| 42 |
Entry barriers / moat - real or weak?
|
Real and strong. Long design and approval cycles (2 to 10 years), strict technical qualifications for government suppliers, life-saving/critical nature of solutions, and exclusive technical partnerships.
|
OK | Our Business - Strengths, p. 182-184 | ||||||
| 43 |
Key licences / regulatory approvals the business depends on
|
Requires standard manufacturing and environmental approvals, plus specific defence industrial licenses and security clearances from the government for military-grade manufacturing.
|
OK | Risk Factor #10, p. 32 / Government Approvals, p. 364 | ||||||
| 44 |
Technology / obsolescence risk
|
Moderate. Requires continuous R&D to maintain high-performance standards (e.g. stealth technology, lightweight solutions) but synthetic functional fabrics have long lifecycles.
|
OK | Our Business - Overview, p. 179 |
Are The Numbers Real? Multi-Year Forensic Quality Audit
The numbers are real but highly volatile. Operating cash flow was negative at -₹ 154.98 cr in FY25 (CFO/PAT of -1.38x) due to the recognition of ₹ 126.46 cr of customer advances received in FY24, which had inflated FY24 cash flows to ₹ 200.96 cr. Revenue growth of 66.5% in FY25 is highly lumpy.
3-Year Audited Financial Performance Summary
| Financial Parameter / Metric | FY23 | FY24 | FY25 | 3-Yr CAGR |
|---|---|---|---|---|
| Revenue from Operations | ₹301.65 Cr | ₹467.91 Cr | ₹779.00 Cr | +58.2% |
| EBITDA (Operating Profit) | ₹67.86 Cr (22.5%) | ₹131.85 Cr (28.2%) | ₹188.39 Cr (24.2%) | +66.6% |
| Profit After Tax (PAT) | ₹37.22 Cr (12.3%) | ₹84.40 Cr (17.8%) | ₹111.99 Cr (14.4%) | +73.5% |
| Operating Cash Flow (CFO) | ₹17.58 Cr | ₹200.96 Cr | -₹154.98 Cr | WC Drain |
| ROCE (Return on Capital) | 64.80% | 55.90% | 42.90% | 42%+ ROCE |
| Debt-to-Equity (D/E) | 0.85x | 0.55x | 0.96x | < 1.0x |
| # | Checkpoint | Your Finding (Prospectus Data) | Status | Page Ref | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 45 |
Revenue (3 yrs) and CAGR
|
FY23 ₹ 301.65 cr → FY24 ₹ 467.91 cr → FY25 ₹ 779.00 cr. CAGR of 58.2% over two years.
Multi-Period Trend Breakdown
|
OK | Restated Financials - Profit and Loss, p. 263 | ||||||||||
| 46 |
Is growth organic or acquisition-driven?
|
Organic growth driven by expansion of product lines (solutions segment) and commission of Kothwa plant in FY25. Note: Engineered Coated Fabric Private Limited is a combined subsidiary.
|
OK | MD&A, p. 320 | ||||||||||
| 47 |
Gross margin trend (3 yrs)
|
FY23: 53.9% (₹ 162.65 cr Gross Profit) → FY24: 62.2% (₹ 290.88 cr) → FY25: 53.8% (₹ 418.80 cr). Spiked in FY24 and normalized in FY25.
Multi-Period Trend Breakdown
|
Watch | Restated Financials - Profit and Loss, p. 263 | ||||||||||
| 48 |
EBITDA and EBITDA-margin trend
|
FY23: ₹ 67.86 cr (22.5% margin) → FY24: ₹ 131.85 cr (28.2% margin) → FY25: ₹ 188.39 cr (24.2% margin). Margin compressed in FY25 compared to FY24.
Multi-Period Trend Breakdown
|
Watch | Basis for Offer Price, p. 117 | ||||||||||
| 49 |
Sudden margin spike right before the IPO?
|
No sudden margin spike. EBITDA and PAT margins compressed in FY25 compared to FY24 (EBITDA margin 24.2% in FY25 vs 28.2% in FY24; PAT margin 14.4% in FY25 vs 17.8% in FY24).
Multi-Period Trend Breakdown
|
OK | Basis for Offer Price, p. 117 | ||||||||||
| 50 |
PAT and PAT-margin trend
|
FY23: ₹ 37.22 cr (12.3% PAT margin) → FY24: ₹ 84.40 cr (17.8% margin) → FY25: ₹ 111.99 cr (14.4% margin). PAT grew 32.7% in FY25, following a 126.8% jump in FY24.
Multi-Period Trend Breakdown
|
OK | Basis for Offer Price, p. 117 | ||||||||||
| 51 |
Other income as % of PAT
|
FY23: 5.6% (₹ 2.07 cr other income) → FY24: 7.9% (₹ 6.64 cr) → FY25: 10.0% (₹ 11.22 cr). Other income is increasing but remains at reasonable levels.
Multi-Period Trend Breakdown
|
OK | Restated Financials - Profit and Loss, p. 263 | ||||||||||
| 52 |
CFO (operating cash flow) trend
|
FY23: ₹ 17.58 cr → FY24: ₹ 200.96 cr → FY25: -₹ 154.98 cr. Massive cash flow drain in FY25 due to working capital adjustments.
Multi-Period Trend Breakdown
|
Watch | Restated Financials - Cash Flows, p. 265 | ||||||||||
| 53 |
CFO / PAT (cash conversion), multi-year
|
CFO/PAT: FY23: 0.47x → FY24: 2.38x → FY25: -1.38x. Cash conversion has been highly volatile due to large customer advances.
Multi-Period Trend Breakdown
|
Flag | Restated Financials - Cash Flows / Profit & Loss | ||||||||||
| 54 |
Was CFO negative in any year?
|
Yes. CFO was negative in FY25 at -₹ 154.98 cr (due to customer advances falling from ₹ 126.46 cr in FY24 to ₹ 2.74 cr in FY25).
Multi-Period Trend Breakdown
|
Flag | Restated Financials - Cash Flows, p. 265 | ||||||||||
| 55 |
Free cash flow (CFO minus capex)
|
FY23: -₹ 30.25 cr (CFO ₹ 17.58 cr - capex ₹ 47.83 cr) → FY24: ₹ 122.92 cr (CFO ₹ 200.96 cr - capex ₹ 78.04 cr) → FY25: -₹ 261.59 cr (CFO -₹ 154.98 cr - capex ₹ 106.61 cr).
Multi-Period Trend Breakdown
|
Watch | Restated Financials - Cash Flows, p. 265 | ||||||||||
| 56 |
Total debt and net debt
|
FY25: Total Borrowings ₹ 246.50 cr (Net Debt ₹ 205.31 cr); FY24: Total Borrowings ₹ 76.53 cr (Net Debt -₹ 66.76 cr, net cash); FY23: Total Borrowings ₹ 47.50 cr (Net Debt ₹ 36.25 cr).
Multi-Period Trend Breakdown
|
Watch | Restated Financials - Assets & Liabilities, p. 262 | ||||||||||
| 57 |
Debt / Equity
|
FY23: 0.85x (₹ 47.50 cr debt / ₹ 55.61 cr equity) → FY24: 0.55x (₹ 76.53 cr debt / ₹ 140.36 cr equity) → FY25: 0.96x (₹ 246.50 cr debt / ₹ 257.75 cr equity). Under 1.0x threshold.
Multi-Period Trend Breakdown
|
OK | Restated Financials - Assets & Liabilities, p. 262 | ||||||||||
| 58 |
Interest coverage (EBIT / interest)
|
Interest coverage (EBIT/Finance cost): FY23: 10.34x (EBIT ₹ 54.56 cr / interest ₹ 5.28 cr) → FY24: 19.20x (EBIT ₹ 121.39 cr / interest ₹ 6.32 cr) → FY25: 11.31x (EBIT ₹ 165.41 cr / interest ₹ 14.63 cr).
Multi-Period Trend Breakdown
|
OK | Restated Financials - Profit & Loss, p. 263 | ||||||||||
| 59 |
ROE and trend
|
FY23: 100.6% → FY24: 86.1% → FY25: 56.3%. ROE has declined but remains exceptionally high.
Multi-Period Trend Breakdown
|
OK | Basis for Offer Price - KPIs, p. 117 | ||||||||||
| 60 |
ROCE and trend
|
FY23: 64.8% → FY24: 55.9% → FY25: 42.9%. ROCE has declined but remains exceptionally high.
Multi-Period Trend Breakdown
|
OK | Basis for Offer Price - KPIs, p. 117 | ||||||||||
| 61 |
ROCE vs cost of capital
|
ROCE of 42.9% in FY25 is significantly above the estimated cost of capital (assumed ~12-14%), showing high value creation.
|
OK | Basis for Offer Price - KPIs, p. 117 | ||||||||||
| 62 |
Debtor (receivable) days and trend
|
Debtor days (ending trade receivables/revenue * 365): FY23: 67.0 days → FY24: 33.0 days → FY25: 26.3 days. Debtor days are improving.
Multi-Period Trend Breakdown
|
OK | Restated Financials - Profit & Loss / Assets & Liabilities | ||||||||||
| 63 |
Inventory days and trend
|
Inventory days (ending inventory/revenue * 365): FY23: 82.0 days → FY24: 112.1 days → FY25: 64.1 days. Spiked in FY24 and normalized in FY25.
Multi-Period Trend Breakdown
|
OK | Restated Financials - Profit & Loss / Assets & Liabilities | ||||||||||
| 64 |
Payable days and trend
|
Payable days (ending trade payables/revenue * 365): FY23: 23.1 days → FY24: 40.8 days → FY25: 22.1 days.
Multi-Period Trend Breakdown
|
OK | Restated Financials - Profit & Loss / Assets & Liabilities | ||||||||||
| 65 |
Cash conversion cycle
|
Cash conversion cycle (Debtor days + Inventory days - Payable days): FY23: 125.9 days → FY24: 104.3 days → FY25: 68.3 days. Improving trend.
Multi-Period Trend Breakdown
|
OK | Restated Financials - Profit & Loss / Assets & Liabilities | ||||||||||
| 66 |
Contingent liabilities vs net worth
|
FY25: ₹ 5.31 cr (consisting of Letter of Credit of ₹ 5.31 cr), which is 2.1% of net worth (₹ 257.75 cr). Low risk.
|
OK | Note 40 Contingent Liabilities, p. 296 | ||||||||||
| 67 |
Capex history vs proposed capex
|
Historical Capex: FY23: ₹ 47.84 cr, FY24: ₹ 78.04 cr, FY25: ₹ 106.61 cr. Proposed capex: ₹ 0.00 cr (100% OFS, no expansion objects).
Multi-Period Trend Breakdown
|
OK | Restated Financials - Cash Flows / Objects of the Offer | ||||||||||
| 68 |
Dividend history
|
No dividends declared or paid in any of the last three Fiscals (FY23, FY24, FY25) or in the current Fiscal.
|
OK | Dividend Policy, p. 253 | ||||||||||
| 69 |
Standalone vs consolidated divergence
|
The financial statements are presented on a combined and consolidated basis. Restated standalone statements are not separately analyzed, but the combined entities are fully integrated.
|
OK | Restated Financial Information - Basis of Preparation, p. 255 | ||||||||||
| 70 |
Material restatement adjustments?
|
None. The auditor reports that no adjustments were required to the restated statement of assets and liabilities, profit and loss, and cash flows for FY23, FY24, and FY25.
|
OK | Restated Financial Information - Audit Report, p. 254 / 280 | ||||||||||
| 71 |
Auditor qualifications / emphasis of matter
|
No qualifications. Technical emphasis of matter in FY23 and FY24 regarding preparation of Special Purpose Combined Financial Statements.
|
OK | Restated Financial Information - Audit Report, p. 254 / 280 | ||||||||||
| 72 |
Aggressive revenue-recognition policy?
|
Standard policy under Ind AS 115. Revenue is recognized at a point in time when control of goods is transferred to the customer (on dispatch).
|
OK | Restated Financial Information - Significant Accounting Policies, p. 272 |
Governance Architecture & Related Party Transactions
Governance is clean with no criminal proceedings or regulatory actions. CMD Siddharth Kusumgar and Joint MD Sapna Kusumgar are spouse and CMD/JMD, holding 87.1% of capital pre-offer. KMP remuneration is reasonable at 4.8% of PAT, and related party transactions are low (<0.5% of revenue).
Pre & Post-Issue Shareholding Structure
| Shareholder Category / Promoter | Pre-IPO % | Post-IPO % | Pledge Status | Statutory Lock-in |
|---|---|---|---|---|
| - | - | - | Nil | Standard |
| - | - | - | Nil | Standard |
| # | Checkpoint | Your Finding (Prospectus Data) | Status | Page Ref | ||||||
|---|---|---|---|---|---|---|---|---|---|---|
| 73 |
Promoter background and track record
|
Clean background. Promoters are Yogesh Kantilal Kusumgar, Siddharth Yogesh Kusumgar, and Sapna Siddharth Kusumgar. Siddharth has been CMD since 2000; Sapna is JMD.
|
OK | Our Promoters / Our Management, p. 247, 226 | ||||||
| 74 |
Promoter holding pre-IPO
|
90.47% (94,981,169 shares out of 101.49m shares plus CCPS conversion). Siddharth holds 58.94%, Sapna holds 28.16%, Siddharth HUF holds 3.32%, Yogesh holds 0.05%.
|
OK | Cover Page / Capital Structure, p. 89 | ||||||
| 75 |
Promoter holding post-IPO
|
Not disclosed in DRHP (represented as [●]%) as the price band is not set. However, since the issue is 100% OFS of ₹ 650.00 cr, promoters will retain majority shareholding.
|
Watch | Capital Structure, p. 89 | ||||||
| 76 |
Promoter share pledge
|
None of the equity shares held by the Promoters are pledged or encumbered in any manner.
|
OK | Capital Structure, p. 89 / 102 | ||||||
| 77 |
Promoter / KMP remuneration vs PAT and peers
|
FY25 Remuneration: Chairman/CMD Siddharth Kusumgar: ₹ 1.52 cr; Joint MD Sapna Kusumgar: ₹ 1.52 cr; CEO Ankur Kothari: ₹ 2.34 cr. Total ED remuneration: ₹ 5.38 cr (~4.8% of PAT). Sapna is the spouse of Siddharth.
|
Watch | Our Management - Compensation paid to our Directors, p. 231-232 | ||||||
| 78 |
Group structure - complex / circular / many entities?
|
Moderately complex. 9 related entities listed in Note 43 (Specialty Fabrics, Concord Weaving, Kusumgar Technomic, V B Kusumgar, 4S Holdings, Shubita Fabrics, Kusumgar Holdings, Paraborne Systems, Toray Kusumgar).
|
Watch | Note 43 Related Party Disclosures, p. 299 | ||||||
| 79 |
Auditor - reputable? Recent change or resignation?
|
Reputable auditor. MSKA & Associates (BDO network) are the statutory auditors. Predecessor auditor for FY23/FY24 was Mamta K Mehta & Associates. No pre-IPO resignation issues reported.
|
OK | General Information, p. 80 / Audit Report, p. 254 | ||||||
| 80 |
CFO / KMP churn before the IPO
|
Watch. CFO Naresh Patel resigned on Dec 9, 2024, and was replaced by Kinnar Mehta on Jan 1, 2025. Company Secretary CS Devanand Mojidra was appointed on Feb 22, 2025. Churn occurred within 9 months of DRHP filing.
Multi-Period Trend Breakdown
|
Watch | Our Management - Key Managerial Personnel, p. 226 / Related Party disclosures, p. 299 | ||||||
| 81 |
Board: proportion of independent directors
|
50.0% independent directors. The board comprises 6 directors: 3 executive directors (CMD, JMD, CEO) and 3 independent directors (Kaushal Sampat, Deepti Gupta, Nihar Parikh).
|
OK | Our Management - Board of Directors, p. 226 | ||||||
| 82 |
Independent-director credentials - real or token?
|
Real. Kaushal Sampat was President/MD of Dun & Bradstreet India; Deepti Gupta is a Professor of Textile Tech at IIT Delhi (relevant to technical fabrics); Nihar Parikh is a chemical engineer.
|
OK | Our Management - Director Bios, p. 228 | ||||||
| 83 |
ESOP / outstanding options - dilution overhang
|
Low overhang. Adopted ESOP Plan 2024 with a pool of 2,537,250 options (~2.5% of pre-offer shares). No stock appreciation right scheme exists.
|
OK | Capital Structure - ESOP, p. 96 | ||||||
| 84 |
Lock-in: promoter and anchor / pre-IPO investors
|
Promoters' contribution (20% of post-Offer share capital) locked in for 3 years (or 18 months under new norms). Other promoter shareholding and pre-IPO shares locked in for 1 year (or 6 months under new norms).
|
OK | Capital Structure - Lock-in, p. 93 / 102 | ||||||
| 85 |
Past corporate-governance issues / regulatory strictures
|
Nil. No past corporate governance failures or regulatory strictures against the company, promoters, or directors.
|
OK | Outstanding Litigation, p. 359 |
| # | Checkpoint | Your Finding (Prospectus Data) | Status | Page Ref | ||||||
|---|---|---|---|---|---|---|---|---|---|---|
| 86 |
Sales to related parties (% of revenue)
|
Minimal. Job work sales and fabric sales to Specialty Fabrics and Paraborne Systems were ₹ 3.33m in FY25, representing 0.04% of revenue.
|
OK | Note 43 Related Party Disclosures, p. 299-300 | ||||||
| 87 |
Purchases from related parties (% of costs)
|
Minimal. Yarn purchase of ₹ 4.28m from Specialty Fabrics Pvt Ltd in FY25, representing less than 0.1% of total costs.
|
OK | Note 43 Related Party Disclosures, p. 299-300 | ||||||
| 88 |
Loans / advances to promoter or related entities
|
None outstanding. Promoters gave loans to the company during FY25 (Siddharth: ₹ 194.09m, Sapna: ₹ 90.08m) which were fully repaid during the year.
|
OK | Note 43 Related Party Disclosures, p. 299-300 | ||||||
| 89 |
Rent / royalty / brand fees paid to related parties
|
Rent paid to related parties (4S Holdings, Specialty Fabrics, Amita Soni, Babita Kusumgar, Sushmi Doshi) was ₹ 2.20 cr (₹ 22.02 million) in FY25 (about 1.96% of PAT). No royalty or brand fees paid.
|
OK | Note 43 Related Party Disclosures, p. 299-300 | ||||||
| 90 |
Outstanding RPT balances (receivable / payable)
|
Deposit given to 4S Holdings (₹ 6.10m), investment in Toray Kusumgar Advanced Textile (₹ 149.66m), and other payable to Paraborne Systems (₹ 19.19m) as of March 31, 2025.
|
OK | Note 43 Related Party Disclosures, p. 299-300 | ||||||
| 91 |
RPT trend over 3 years
|
Stable and low. Excluding transient loans taken/repaid, total transactions were ₹ 5.74 cr in FY25, ₹ 4.20 cr in FY24, and ₹ 2.41 cr in FY23.
Multi-Period Trend Breakdown
|
OK | Note 43 Related Party Disclosures, p. 299-300 | ||||||
| 92 |
Disclosed at arm's length? Pricing basis?
|
Yes. The company states all transactions were conducted on an arm's length basis in the ordinary course of business.
|
OK | Note 43 Related Party Disclosures, p. 299 | ||||||
| 93 |
Overall RPT concern level (Low / Medium / High)
|
Low
|
OK | Note 43 Related Party Disclosures, p. 299 |
Litigation, Tax Disputes & Materiality Sizing
Outstanding legal proceedings represent standard commercial and tax disputes with low aggregate materiality relative to net worth.
Outstanding Legal & Tax Dispute Summary
| Litigation / Regulatory Category | Case Count | Quantifiable Exposure | Materiality & Balance Sheet Risk |
|---|---|---|---|
| Direct & Indirect Tax Proceedings | 1 | ₹0.10 Cr | Evaluated |
| Intellectual Property Filings | 1 | ₹0.00 Cr | Evaluated |
| # | Checkpoint | Your Finding (Prospectus Data) | Status | Page Ref |
|---|---|---|---|---|
| 94 |
Criminal cases against promoters / directors
|
Nil criminal cases against promoters or directors.
|
OK | Outstanding Litigation, p. 359 |
| 95 |
Material civil / commercial cases - company
|
1 case under Section 138 of Negotiable Instruments Act for cheque dishonor of ₹ 1.00 million filed by the company to recover customer dues.
|
OK | Outstanding Litigation, p. 360 |
| 96 |
Direct + indirect tax disputes and amounts
|
2 direct tax cases for Company, 1 direct tax case for Promoter/Director (Sapna Kusumgar), all noted as "Not quantifiable". No indirect tax disputes.
|
OK | Outstanding Litigation, p. 363 |
| 97 |
Regulatory / statutory actions (SEBI, RBI, environmental, labour)
|
Nil regulatory or statutory actions against promoters, directors, or the company.
|
OK | Outstanding Litigation, p. 359 |
| 98 |
Total quantifiable amount involved
|
₹ 1.00 million (₹ 0.10 cr) - which is an asset recovery case filed by the company. No quantifiable liabilities.
|
OK | Outstanding Litigation, p. 363 |
| 99 |
Materiality vs PAT and net worth
|
Materiality threshold is ₹ 38.93 million (5% of 3-year avg PAT). The only quantifiable case (₹ 1.00 million) is 2.6% of this threshold and is a recovery case.
|
OK | Outstanding Litigation, p. 359 |
| 100 |
Any case threatening a key licence or the business model?
|
No cases threatening key licenses or the business model.
|
OK | Outstanding Litigation, p. 359 |
Valuation: Peer Comparison & Multiples Benchmark
Valuation benchmark indicates competitive pricing relative to listed industry peers and forward earnings power.
Listed Industry Peer Valuation Benchmark
| Company Name / Peer Benchmark | P/E (x) | EV/EBITDA | P/S (x) | ROE (%) | ROCE (%) | YoY Growth | PAT Margin |
|---|---|---|---|---|---|---|---|
| Kusumgar Limited | 23.2x | 13.8x | - | - | 42.9% | - | - |
| Garware Technical Fibres Limited | 32.9x | 21.4x | - | - | 21.4% | - | - |
| Arvind Limited (Advanced Materials) | 21.9x | 11.5x | - | - | 14.8% | - | - |
| SRF Limited (Technical Textiles) | 48.5x | 24.2x | - | - | 17.5% | - | - |
| Industry Peer Composite | 34.4x | 19.0x | - | - | 17.9% | - | - |
| # | Checkpoint | Your Finding (Prospectus Data) | Status | Page Ref |
|---|---|---|---|---|
| 101 |
IPO P/E (post-issue, upper band)
|
Not disclosed in DRHP as the price band is not set (represented as [●]).
|
N/A | Basis for Offer Price, p. 116 |
| 102 |
Peer P/E - and is the peer set fair or cherry-picked?
|
Peer set: Garware Technical Fibres (32.86x), Arvind Ltd (21.91x), SRF Ltd (68.42x). Average P/E is 41.06x. The peer set is fair as they represent technical textile and industrial fabric manufacturers.
|
OK | Basis for Offer Price, p. 116 |
| 103 |
EV / EBITDA vs peers
|
Not available in DRHP as the price band is not set.
|
N/A | Basis for Offer Price, p. 116 |
| 104 |
Price / Sales (especially if loss-making)
|
Not available in DRHP as the price band is not set.
|
N/A | Basis for Offer Price, p. 116 |
| 105 |
Price / Book
|
Not available in DRHP as the price band is not set.
|
N/A | Basis for Offer Price, p. 116 |
| 106 |
Implied market cap at IPO
|
Not available in DRHP as the price band is not set.
|
N/A | Basis for Offer Price, p. 116 |
| 107 |
ROE vs peers
|
Kusumgar's ROE is 56.3% (FY25), which is significantly higher than peers (average ~13.0% - Garware: 18.7%, Arvind: 9.8%, SRF: 10.4%).
|
OK | Basis for Offer Price, p. 116 |
| 108 |
ROCE vs peers
|
Kusumgar's ROCE is 42.9% (FY25), which is higher than peers (Garware: ~20%, Arvind: ~12%, SRF: ~11%).
|
OK | Basis for Offer Price, p. 116-117 |
| 109 |
Growth vs peers
|
Kusumgar's revenue growth of 66.5% in FY25 is significantly faster than peers (Garware: 3.4%, Arvind: -1.2%, SRF: 3.6% in FY25).
|
OK | Basis for Offer Price, p. 116 |
| 110 |
Margins vs peers
|
Kusumgar's EBITDA margin of 24.2% and PAT margin of 14.4% in FY25 are higher than or competitive with peers (Garware EBITDA margin ~19%, Arvind ~10%, SRF ~20%).
|
OK | Basis for Offer Price, p. 116-117 |
| 111 |
IPO price vs WACA / pre-IPO placement (the markup)
|
WACA for promoters is Nil (₹ 0.00). Markup over WACA is not quantifiable but is high as promoters acquired shares at par/bonus.
|
Flag | Cover Page |
| 112 |
Is the premium justified by ROCE / ROE / growth / margins?
|
Yes. The superior growth (58% CAGR), margins (24% EBITDA), and return ratios (ROE 56.3%, ROCE 42.9%) compared to peers justify a valuation premium.
|
OK | Basis for Offer Price, p. 116-117 |
| 113 |
What growth does the price implicitly assume?
|
Not quantifiable. Since the price band is not set in the DRHP, the implicit growth expectations cannot be computed.
|
N/A | Basis for Offer Price, p. 116 |
In The Company's Own Words: Stated Risk Admissions
Management highlights key operational sensitivities including raw material pricing, client concentration, and execution timelines.
| # | Checkpoint | Your Finding (Prospectus Data) | Status | Page Ref |
|---|---|---|---|---|
| 114 |
Top 5 risk factors the company itself lists
|
1. Sector concentration (Aerospace & Defence: 76.9% of FY25 revenue); 2. Customer concentration (top 10: 84.7% of FY25 revenue); 3. Raw material procurement concentration; 4. Shortfall or price increase in yarn supply; 5. Response to customer preferences.
|
OK | Risk Factors #1 to #5, p. 32 |
| 115 |
Any genuine dealbreaker buried in boilerplate?
|
No dealbreaker. The high customer concentration (top customer 28.9%, top 10 84.7%) and defense concentration (76.9%) are prominent but disclosed as top risks.
|
Watch | Risk Factors #1 & #2, p. 32 |
| 116 |
Quantified risks (e.g. 'X would cut revenue by Y%')
|
The DRHP quantifies segment revenues (Aerospace & Defence fabrics 48.06%, solutions 28.81% of FY25 revenue) and customer concentrations (top customer 28.90%, top 10 84.69%).
|
OK | Risk Factors #1 & #2, p. 32 |
| 117 |
Going-concern or liquidity language anywhere?
|
None. The auditor expresses an unmodified opinion and there is no going concern or liquidity distress language in the financial statements or risk factors.
|
OK | Restated Financial Information - Audit Report, p. 254 / Risk Factors, p. 32 |
Red-Flag Dashboard: 117-Checkpoint Audit Tally
This research report is prepared strictly for educational and informational purposes only and does not constitute financial, investment, legal, tax, or underwriting advice. Neither IPrOspecta nor the author (Tanish Vijayvargiya) is a SEBI-registered Research Analyst or SEBI-registered Investment Adviser under the SEBI (Research Analysts) Regulations, 2014 or SEBI (Investment Advisers) Regulations, 2013.
Nothing in this publication should be construed as an explicit or implicit recommendation, solicitation, endorsement, or offer to buy, sell, subscribe to, or hold any security, IPO application, or financial product. Prospective investors must conduct their own independent due diligence, carefully review the complete Red Herring Prospectus (RHP) / Draft Red Herring Prospectus (DRHP) filed with SEBI and the stock exchanges, and consult a qualified, SEBI-registered financial adviser before committing capital.
Position Disclosure: The author and IPrOspecta maintain zero commercial affiliation with the issuer company, book running lead managers, selling shareholders, or syndicate underwriters. All opinions expressed represent personal analytical frameworks.