Recode Studios IPO

About Recode Studios IPO

The Recode Studios IPO opens on XX and closes on YY. The allotment of shares will take place on TBA. The credit of shares to the demat account will take place on TBA. The initiation of refunds will take place on TBA. The listing of shares will take place on TBA.

The offer consists of both a fresh issue and an offer for sale component. The fresh issue will include up to 25,04,000 equity shares aggregating to ₹ [●] crores. The offer for sale portion includes up to 3,19,354 equity shares aggregating to ₹ [●] crores. The total number of shares and aggregate amount are up to 28,23,354 equity shares aggregating to ₹ [●] crores.

Recode Studios IPO’s price band is set at TBA to TBA per share. The lot size for an application is TBA. The minimum amount of investment required by retail investors is ₹TBA (TBA shares) (based on upper price). The minimum lot size investment for HNI is TBA.

Recode Studios is a beauty and personal care (“BPC”) company operating in the beauty, cosmetics and personal care segment in India. Their business primarily involves the branding, procurement and distribution of beauty and personal care products under the “Recode” brand. They operate through an omnichannel distribution network, which comprises Company-Owned Company-Operated (“COCO”) retail stores, Franchisee-Owned Franchisee-Operated (“FOFO”) stores, third-party e-commerce platforms and their proprietary website and mobile application.

Objectives of Recode Studios IPO

• Funding of capital expenditure towards setting up of a new warehouse at Ludhiana, Punjab.
• Marketing and advertisement expenses towards enhancing the awareness and visibility of their brand.
• Utilization towards working capital requirements.
• General corporate purposes.

Industry Outlook

In India, the cosmetics industry is among the fastest-growing consumer sectors, transitioning from volume-driven to value- and innovation-led growth. It offers a diverse portfolio spanning skincare, haircare, colour cosmetics, fragrances, and hygiene products. India is also a major supplier of herbal, natural, and ayurvedic cosmetics globally, with over 5,000 domestic companies and several international players operating through JVs and subsidiaries. Growth is supported by a young population, rising income levels, digital penetration, and preference for organic and sustainable products.

The sector has evolved into one of the most influential and fast-growing industries globally, supported by rising disposable incomes, urbanization, health awareness, and digital-first consumption. The industry drives not only lifestyle trends but also global economic growth, employment, and innovation. Post-pandemic, e-commerce, direct-to-consumer (D2C) models, and virtual try-on technologies redefined access and experience. As consumer priorities shift toward sustainability, inclusivity, and transparency, companies are adopting ethical sourcing, ecofriendly packaging, and cruelty-free testing. The industry increasingly emphasizes wellness and self-expression, moving beyond aesthetics to holistic beauty.

About Recode Studios

Recode SStudios is a beauty and personal care (“BPC”) company operating in the beauty, cosmetics and personal care segment in India. Their business primarily involves the branding, procurement and distribution of beauty and personal care products under the “Recode” brand. They operate through an omnichannel distribution network, which comprises Company-Owned Company-Operated (“COCO”) retail stores, Franchisee-Owned Franchisee-Operated (“FOFO”) stores, third-party e-commerce platforms and their proprietary website and mobile application.

They offer a diversified portfolio of products across make-up, skincare, body care and beauty accessories, catering to a wide range of consumer preferences and usage occasions. As of the date of this DRHP, the Company offers approximately 350+ Stock Keeping Units (“SKUs”) across multiple categories and price points. Their product portfolio includes face make-up, eye make-up, lip makeup, face and body care products and beauty accessories.

Strengths of Recode Studios

• Omnichannel presence integrating offline and online platforms.
• COCO and FOFO Retail Network.
• Diverse product range across beauty and personal care categories.
• Digital reach and online customer engagement.
• Led by an experienced board of directors and management team.

Risks of Recode Studios

• They outsource the manufacturing of all their products to third-party manufacturers and do not own any manufacturing facilities.
• Their business is dependent on the recognition, perception and acceptance of the “Recode” brand.
• They rely on online retail channels and third-party e-commerce platforms that exposes them to risks relating to platform policies, pricing pressures, customer reviews and rapid amplification of adverse publicity.
• They have limited control over franchise-operated stores.
• They do not have long-term agreements with their customers, and their revenues are significantly dependent on recurring orders from their B2B and online customers.

*We have included the aforesaid listed companies operating in broadly comparable BPC businesses solely for the limited purpose of providing an indicative comparison. However, there are material differences between Recode Studios and such listed peers, including but not limited to differences in product portfolio, scale of operations, revenue size, business model, target customer segments, brand positioning and distribution channels. Accordingly, any comparison with such peers, particularly Honasa Consumer Limited and FSN E-Commerce Ventures Limited, should be read in light of these differences and may not be strictly comparable. Additionally, the book value per share of all the peers has been calculated as Total shareholder’s equity/Total no. of shares outstanding as on 31st March 2025, since the said information was not specifically disclosed in the respective annual reports of such peer companies.

Source
(i) All the financial information for listed industry peer mentioned above is sourced from the Financial Results of the aforesaid companies for the year ended March 31, 2025, and stock exchange data dated 19th December, 2025 to compute the corresponding financial ratios.
(ii) For Recode Studios, they have taken Current Market Price as the offer price of equity share. Further, P/E Ratio is based on the current market price of the respective scrips.
(iii) The EPS, NAV, RoNW and total Income of Recode Studios are taken as per Restated Financial Statement for the F.Y. 2024-25.
(iv)NAV per share is computed as the closing net worth divided by the weighted average number of paid-up equity shares as on March 31, 2025.
(v) RoNW has been computed as net profit after tax divided by closing net worth.
(vi)Net worth has been computed in the manner as specifies in Regulation 2(1) (hh) of SEBI (ICDR) Regulations, 2018.
(vii) The face value of Equity Shares of Recode Stuios is ₹ 10/- per Equity Share and the Offer price is [●] times the face value of equity share.
(viii) The number of Equity Shares considered for the purpose of calculating Earnings Per Share (EPS) is 81,41,144 equity shares of face value ₹10 each, which has been arrived at after giving effect to the bonus issue in the ratio of 780:1 declared on December 15, 2025.

Anchor Investor Bidding Date:

TBA

IPO Registrar and Book Running Lead Managers

Registrar: Mudra RTA Ventures Private Limited
Book Running Lead Managers: Seren Capital Private Limited

Recode Studios Business Model

The company earns its revenue through branding, procurement and distribution of beauty and personal care products under the “Recode” brand.

Recode Studios Growth Trajectory

Recode Studios ’s total income for FY25 was ₹47.939 crores, whereas in FY24 and FY23 it was ₹47.939 crores and ₹22.439 crores, respectively.

The profit after tax for FY25 was ₹3.303 crores, whereas in FY24 and FY23 it was ₹0.274 crores and ₹0.693 crores, respectively.

Their EBITDA for FY25 was ₹6.130 crores, whereas in FY24 and FY23 it was ₹1.670 crores and ₹1.438 crores, respectively .

Recode Studios Market Position

Recode Studios commenced its offline retail operations in 2022 with the opening of its first franchisee store in Raipur, Chhattisgarh. Since then, the Company has expanded its offline retail presence across various regions in India. As of the date of their DRHP, the Company operates 24 physical retail stores, comprising 3 COCO stores and 21 FOFO stores. In addition, the Company operates six warehouses across India, which are used for storage, packaging and dispatch of products to its COCO stores, FOFO outlets and customers purchasing through online channels.

In 2023, the Company participated in the television program Shark Tank India, where its business model and operations were presented before the panel of investors. Subsequently, the Company’s promoters have also been featured in various media platforms, including CNN News18 and Financial Express, in connection with their entrepreneurial journey and growth of the Recode brand.

As of 31 March 2025, the company’s Total Income, Profit After Tax, and EBITDA were ₹47.939 crores, ₹3.303 crores, and ₹6.130 crores, respectively.

How to apply for Recode Studios IPO?

• Step 1: Log in to your Kotak Neo Demat account - Log in to your Demat account to access IPO investments. Next, select the current IPO section.
• Step 2: Specify IPO details - Enter the number of lots and the price you wish to apply for.
• Step 3: Enter UPI ID - After entering your UPI ID, click submit. This will place your bid with the exchange.
• Step 4: Mandate Notification - Your UPI app will receive a mandate notification to block funds.
• Step 5: Approve Request - Your funds will be blocked once you approve the mandate request on your UPI.