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Udaan begins reverse flip to India ahead of IPO

In a move that signals the final stages of its journey toward the public markets, Udaan has officially begun the process of shifting its parent domicile from Singapore to India. On March 18, 2026, CEO Vaibhav Gupta confirmed that the B2B e-commerce unicorn is initiating a reverse merger of its offshore holding entity into its Indian arm, Hiveloop Ecommerce.

Why the “Reverse Flip”?

A “reverse flip” (or internalization) is a complex corporate restructuring where a startup moves its legal headquarters back to its primary market. For Udaan, this is driven by three critical factors:

  1. IPO Readiness: Indian regulators and investors generally prefer companies listing on domestic bourses (NSE/BSE) to be domiciled in India. This move simplifies the listing process and enhances governance transparency.
  2. Simplified Structure: Last year, Udaan received NCLT approval to consolidate its disparate technology, logistics, and wholesale units into Hiveloop Ecommerce. The reverse flip is the final “legal cleanup” of this consolidation.
  3. Tax and Capital Efficiency: Moving to India aligns the company’s legal structure with its 100% India-centric business model, potentially making it more attractive to domestic institutional investors (DIIs).

Financial Health: The “Profitability First” Pivot

The reverse flip comes as Udaan undergoes a massive “operational tightening.” Over the last 24 months, the company has shifted away from a “growth-at-all-costs” model to focus on unit economics.

MetricFY22 (Peak)FY25 (Reported)Change
Annual Revenue~₹10,000 Crore₹4,561 Crore↓ 54%
Annual Loss~₹3,000 Crore+₹1,055 CroreNarrowed by ~65%
Operational Cities1,000+16 (Focus Hubs)Consolidating for margin
Valuation$3.2 Billion$1.8 BillionAdjusted to market reality

The IPO Roadmap: 9 to 18 Months

CEO Vaibhav Gupta noted that the IPO timeline is likely 9 to 18 months away, placing the debut in late 2026 or early 2027. The company is currently tracking toward group-level EBITDA profitability by mid-2027, a key milestone required to satisfy public market investors.

  • Focus Areas: The company has exited non-core categories like lifestyle and electronics to double down on FMCG, Staples, and Pharma.
  • New Growth Vertical: Its recently launched Horeca360 (servicing hotels and restaurants) already contributes 15% of revenue in major hubs like Bengaluru.

The Trend of “Homecoming”

Udaan is not alone in this trend. It joins a growing list of “Flipkart Mafia” and high-profile Indian startups—including Groww, PhonePe, Zepto, and Razorpay—that have recently moved or are moving their domiciles back to India to tap into the booming domestic capital markets.

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