Company Overview

Dhoot Transmission Limited is one of India's leading electrical and electronics companies specializing in automotive wiring harnesses and components. The company designs, manufactures, and supplies critical wiring harnesses that integrate electronic sensors, controllers, switches, terminals, connectors, junction boxes, high-voltage interconnection systems, and data cables for both automotive and non-automotive applications. With 77% of revenue from wiring harnesses, the company primarily serves the two-wheeler (65.47% of FY26 revenue) and three-wheeler (12.86%) automotive sectors, holding 41% market share in the 2W/3W segment and approximately 70% in the electric vehicle segment.

Subsidiary Network: The company operates through 15 subsidiaries across India, UK, Thailand, Vietnam, Germany, and South Korea, including material subsidiaries Dhoot Automotive Systems Private Limited and Dhoot Autocomponents Private Limited. The global footprint includes 22 manufacturing facilities (19 in India, 3 overseas), 3 engineering/design centers, and 7 warehouses.

Offer Details

IPO Structure: Dhoot Transmission Limited proposes an Initial Public Offering of ₹30,668.85 million comprising:

  • Fresh Issue: 16,080,445 Equity Shares aggregating ₹14,000.00 million
  • Offer for Sale: 19,137,602 Equity Shares aggregating ₹16,668.85 million by selling shareholders BC Asia Investments XV Limited (₹13,952.35M) and Mangalam Capital Private Limited (₹2,716.50M)

Price Band: ₹829 to ₹871 per Equity Share with final offer price set at ₹871

Employee Reservation: 75,853 Equity Shares reserved for eligible employees with ₹80 discount per share

Listing: Equity shares proposed to be listed on BSE and NSE with NSE as Designated Stock Exchange

Financial Performance

Strong Growth Trajectory (Restated Consolidated):

| Particulars (₹ million) | FY 2026 | FY 2025 | FY 2024 |

| Revenue from Operations | 45,249.55 | 34,448.63 | 27,977.26 |

| EBITDA | 7,109.89 | 5,909.63 | 5,123.98 |

| EBITDA Margin (%) | 15.71% | 17.15% | 18.31% |

| Profit After Tax | 3,968.42 | 3,538.87 | 2,987.48 |

| PAT Margin (%) | 8.77% | 10.27% | 10.68% |

| Total Assets | 41,148.25 | 23,362.34 | 17,116.98 |

| Total Borrowings | 8,413.92 | 7,760.56 | 5,548.97 |

Capital Structure: Pre-Offer paid-up capital of ₹376.94 million (188.47M shares) increasing to ₹409.10 million (204.55M shares) post-offer. Promoter holding reduces from 84.87% to 69.65% post-IPO.

Use of Proceeds

Fresh Issue Proceeds Utilization (₹13,269.81 million net):

  • Repayment/prepayment of company borrowings: ₹4,648.02 million (35.03%)
  • Investment in subsidiaries for debt repayment: ₹3,017.73 million (22.74%)
  • Capital expenditure for new manufacturing plants: ₹1,500.00 million (11.30%)
  • Jhajjar, Haryana plant: ₹407.43 million
  • Hosur, Tamil Nadu plant: ₹1,092.56 million
  • Inorganic growth through acquisitions: ₹1,500.00 million
  • General corporate purposes: ₹3,334.25 million

Risk Factors

Business Risks: Significant dependence on 2W/3W automotive sectors (78.33% of FY26 revenue), customer concentration with top 10 customers contributing 80.93% of revenue, no firm long-term volume commitments with OEMs, capital intensive operations with substantial working capital requirements, and raw material price volatility (copper constitutes 50-60% of BOM cost).

Market Risks: Intense competition from domestic and multinational corporations, pricing pressure from customers, economic slowdown affecting automotive demand, foreign exchange rate fluctuations impacting import/export costs, and technological obsolescence risks.

Regulatory Risks: Compliance with environmental and safety regulations, changes in emission standards (BS-VI/BS-VII norms), foreign investment restrictions under FEMA, labor laws compliance, and SEBI/stock exchange regulatory requirements.

Management & Promoters

Promoters: BC Asia Investments XV Limited (Bain Capital affiliate) and Rahul Radhavallabh Dhoot, who serves as Managing Director with over 27 years of automotive industry experience.

Management Team: Includes Naveen Kumar (CEO – India Wiring Harness & Electronics), Nitinkumar Dagdulal Kalani (CFO with 20+ years experience), Dhiren Vinodrai Sheth (Executive Director & CHRO), and Amey Deeliprao Jogas (Company Secretary). The board comprises 8 directors including 3 independent directors.

Shareholding Pattern: Pre-Offer promoters hold 84.87% (BC Asia XV: 55.00%, Rahul R. Dhoot: 29.87%) reducing to 69.65% post-IPO to meet minimum public shareholding requirements.

Market & Industry Outlook

Industry Overview: The Indian automotive components industry is growing with increased vehicle production and electrification trends. The wiring harness market is driven by vehicle electrification, premiumization, and increasing electronic content per vehicle. The global wire harness market is anticipated to grow at ~7.0% CAGR from $91.3B (2024) to $136.8B (2030).

Growth Drivers: Rising disposable income, urbanization, infrastructure development, policy support (FAME, PLI schemes), financing ecosystem expansion, and electrification push with EV penetration projected to increase from 6.9% (FY26) to 28-32% by FY31.

Competitive Landscape: Key competitors include Motherson Sumi Systems, Minda Corporation, Spark Minda, Yazaki India, and Uno Minda in the automotive components space.

Legal & Compliance

Ongoing Proceedings: 1 criminal proceeding, 31 tax proceedings, 1 statutory proceeding (aggregate ₹274.79M involved) for the company; 5 tax proceedings, 1 statutory proceeding (₹2.81M) for subsidiaries; and 4 criminal proceedings, 1 statutory proceeding for directors.

Contingent Liabilities: ₹600.51 million comprising tax matters (₹120.10M), advisory/consultancy fees (₹480.41M), and other contingencies.

Regulatory Approvals: Received SEBI observations, in-principle approvals from BSE/NSE for listing, and maintains necessary operational licenses including ISO 9001, ISO 14001, ISO 45001, and IATF 16949 certifications.

Complaint: Received one complaint dated August 12, 2026 regarding Restated Consolidated Financial Information, currently under response process.

Additional Information

Book Running Lead Managers: Axis Capital, Kotak Mahindra Capital, SBI Capital Markets, Jefferies India, Nomura Financial Advisory, and 360 ONE WAM Limited

Timetable: Offer opens August 10-12, 2026 with allotment finalization around August 13 and trading commencement around August 17, 2026

Basis for Offer Price: P/E ratio of 33.98-35.70x (FY26 EPS), trading at discount to industry P/E of 43.24-74.64x for peers, with Return on Net Worth of 16.55% and NAV per share of ₹149.74

Workforce: 2,735 full-time employees and 9,298 contractual employees with women comprising 12% of total workforce