LG Electronics India Ltd IPO

The IPO opens on 07 Oct 2025 & closes on 09 Oct 2025.

LG Electronics India Private Limited (LGEIL) wet its feet in the industry on 20th January 1997 and operates as a subsidiary of LG Electronics Inc. In India for a decade now, LG is the market leader in consumer durables and recognised as a leading technology innovator in the information technology and mobile communications business. One of the most formidable brands, LGEIL has an impressive portfolio of Consumer Electronics, Home Appliances, GSM mobile phones and IT products, under the above segments the company manufactures and markets consumer electronics durables and home appliances. The company's products include color televisions, LCD projectors, DVD players, washing machines, air-conditioners, microwave ovens, direct cool and frost-free refrigerators, personal computers, monitors, vacuum cleaners, optical storage devices, and GSM mobile phones. LGEIL has additional offices in Bangalore, Mumbai, and New Delhi for its various purposes. The Company had commenced its operations in May of the same incorporation year, after a period of 4 and 1/2 months, the trend of beating industry norms started with the fastest ever-nationwide launch by LG. During the year 1998, LG had set up a state-of-the art manufacturing facility at Greater Noida, near Delhi with an investment of Rs 500 Crores to manufacture the Colour Televisions, Washing Machines, Air-Conditioners and Microwave Ovens. During the year 2001, LG also commenced the home production for its eco-friendly Refrigerators and established its assembly line for its PC Monitors at its Greater Noida manufacturing unit. The Company rolled out the first locally manufactured Direct Cool Refrigerator from the plant at Greater Noida in the year 2003. LGEIL had further set up second Greenfield manufacturing unit in Pune, Maharashtra that commenced operations in October of the year 2004 and manufactures LCD TV, GSM Phones, Color Televisions, Air Conditioners, Refrigerators, Microwave Ovens and Color Monitors. LGEIL had unveiled its first ever WoW LG Download Centre in the city at Digital World, Pune in May of the year 2006 to enhances LG's commitment to provide the best experience for the customers. In November 2006, the company achieved a landmark by bagged an award for the highest volume of Export Containers and third highest volume of Import Containers by Container Corporation of India Limited (CCIL). The company had commenced LCD Television manufacturing in April of the year 2007 at its Ranjangaon facility in Pune. With an initial investment of US $ 0.5M, LG has begun manufacturing 32' Liquid Crystal Display Televisions at this facility. The Company had launched its latest innovation, the world's smallest Plasma TV- 32 inch in February of the year 2008. As at August 2008, LGEIL launched a new front-loading washing machine model, Steam Tromm, in India. During September of the same year 2008, the company launched its ultra-slim ultra-light 13.3-inch premium notebook-the P300 series, targeted at the performance-and style-minded younger generation.

LG Electronics India Ltd IPO will close on 09 Oct 2025.

<ul><li>Leading market share in the home appliances and consumer electronics industry in India with 1 market share across key product categories.</li><li>Introducing innovative technologies tailored to the needs of the Indian consumers.</li><li>Shaping consumer experience with pan-India distribution and after-sales service network.</li><li>Operational efficiency through strong manufacturing capabilities and localized supply chain.</li><li>Parentage of LG Electronics, which is the leading single-brand global home appliances player in terms of market share by revenue in CY 2024 and strong LG brand.</li><li>Capital efficient business with high growth and profitability.</li></ul>

<table class="table"> <thead> <tr> <th>S.No</th> <th>Promoters Name</th> <th>Pre Issue Shares</th> <th>Pre Issue Percentage</th> <th>Post Issue Shares</th> <th>Post Issue Percentage</th> </tr> </thead> <tbody> <tr> <td>1</td> <td>LG Electronics Inc.</td> <td>678772392</td> <td>100</td> <td>576956533</td> <td>85</td> </tr> </tbody> </table>

<ul><li>We are dependent on LG Electronics, our Promoter, in various aspects of our business, and we pay royalty to them under the License Agreement (defined below). Any adverse change in our relationship with LG Electronics and the companies in the LG Group could have an adverse impact on our business, reputation, financial condition and results of operations.</li><li>The royalty payments made by us to our Promoter under the License Agreement or otherwise may attract regulatory scrutiny or action. As of the date of this Red Herring Prospectus, we have a contingent liability of Rs.3,153.00 million in respect of royalty payments to our Promoter. There is no assurance that such observations will not be raised by the tax authorities in respect of future periods, which could then have an adverse impact on our results of operations.</li><li>It is possible that the Promoter may engage in the same line of activity or business as that of our Company in India which could result in conflicts of interest with us. In particular, Hi-M Solutek India Private Limited, an indirectly wholly owned subsidiary of Promoter provides services only to our Company. However, our Company does not have an exclusive contractual arrangement with Hi-M Solutek. Further, our Directors, Key Managerial Personnel and Senior Management may have interests in our Company in addition to their remuneration and reimbursement of expenses.</li><li>Increases in the prices of raw materials required for our operations could adversely affect our business and results of operations.</li><li>Our top-five suppliers and top-10 suppliers contributed 22.08% and 32.25% of our total purchases of raw materials, including components, in the three months ended June 30, 2025, respectively. Further, we source certain raw materials from suppliers in select countries outside India. Any interruption in the availability of raw materials due to geopolitical uncertainties, shortages or supplier misconduct, among other reasons, could adversely impact our business operations.</li><li>The Framework Agreement is valid unless terminated by either our Company or our Promoter, LG Electronics, in accordance with the terms of the Framework Agreement, by providing a 30 day prior written notice to the other party. If LG Electronics terminates this agreement with us, it would impact the Group Transactions and Existing Arrangements (defined below), which in turn will materially and adversely impact our business, reputation, prospects, financial condition and results of operations.</li><li>Our Company is subject to various outstanding tax claims amounting to Rs.47,170.55 million which is approximately 73.16% of our Company's net worth of Rs.64,478.48 million as on June 30, 2025. We cannot assure you that these claims will be decided in our favor and that no further liability will arise out of these claims or would not have a material adverse effect on the business, financial condition and results of operation of our Company.</li><li>We have certain contingent liabilities, which if materialize, may adversely affect our financial condition.</li><li>We derived 78.37% of our revenue from continuing operations for the three months ended June 30, 2025 from our Home Appliances and Air Solution division. Further, the revenue from sales of refrigerators, washing machines, air conditioners and televisions contributed 34.59%, 18.48%, 20.40% and 16.71%, respectively, of our revenue from continuing operations in the three months ended June 30, 2025, respectively. Any factor that negatively affects the sale of these products could adversely affect our business, financial condition and results of operations.</li><li>Our market share across select product categories has decreased. If our market share continues to decrease, it could have an adverse impact on our business, results of operations, and financial condition.</li><li>We have entered into and may continue to enter into related party transactions with LG Electronics and companies within the LG Group that may involve conflicts of interest, which could adversely impact our business.</li><li>Our Company will not receive any proceeds from the Offer. Our Promoter, LG Electronics, will receive the proceeds from the Offer.</li><li>The Offer Price of our Equity Shares and our price-to-earnings ratio may not be indicative of the trading price of our Equity Shares upon listing on the Stock Exchanges subsequent to the Offer and, as a result, you may lose a significant part or all of your investment.</li><li>We may not be able to compete successfully in the highly competitive, price sensitive and fast evolving home appliances and consumer electronics markets (including from foreign players as well as online-first brands' players) which could have an adverse impact on our operations.</li><li>The unavailability, reduction or elimination of government incentives could have a material adverse effect on our business, prospects, financial condition, results of operations and cash flows.</li><li>While our operating cash flows have been positive in the past, we have experienced negative cash flows from investing and financing activities in the past. Any significant cash outflow could have an adverse impact on our financial condition and results of operations.</li><li>Our ability to pay dividends in the future will depend on our earnings, financial condition, working capital requirements, capital expenditures and restrictive covenants of our financing arrangements. We have paid interim dividends of Rs.20,928.82 million at a dividend rate of 1,850.00% and Rs.24,888.32 million at a dividend rate of 2,200.00% in Fiscal 2024 and Fiscal 2023, respectively, and royalty of Rs.1,175.02 million, Rs.1,215.08 million, Rs.4,546.10 million, Rs.4,032.30 million and Rs.3,232.44 million in the three months ended June 30, 2025 and 2024 and in Fiscal 2025, Fiscal 2024 and Fiscal 2023, respectively, to our Promoter, LG Electronics. This may adversely impact our ability to utilize our internal accruals and cash and bank balances to invest in the business. As a result, we may need to borrow and incur borrowing costs which could impact our profitability, key financial ratios and results of operations.</li><li>We depend on our Promoter, LG Electronics, for research and development activities. Any reduction in the research and development spending or support by LG Electronics could have an adverse impact on our business, reputation, financial condition and results of operations.</li><li>We currently manufacture our products at the Noida Manufacturing Unit and the Pune Manufacturing Unit. Any disruptions or stoppages at our manufacturing units could adversely impact our business, financial condition and results of operations. Further, if we fail to maintain or increase the utilization levels of our manufacturing units, our business, future prospects and financial performance could be materially and adversely affected.</li><li>We intend to set up a technologically advanced new manufacturing unit in the state of Andhra Pradesh. Any delay in completing our manufacturing unit construction could adversely impact our business, financial condition and results of operations, including our ability to commence operations at the proposed Andhra Pradesh manufacturing unit in a timely manner.</li><li>Our Company and our Promoter are involved in outstanding legal proceedings and any adverse outcome in any of these proceedings may adversely impact our business, reputation, financial condition and results of operations.</li><li>We do not own any land or buildings for our operations, including our Registered Office, Corporate Office, Noida Manufacturing Unit and Pune Manufacturing Unit. If we are unable to comply with the terms of the lease agreements, renew our agreements or enter into new agreements, our business, financial condition and results of operations may be adversely affected.</li><li>We sell our products through multiple distribution channels. Any disruption in this network could adversely affect our business and results of operations. Further, our top-10 sales trade partners contributed 31.25% for the three months ended June 30, 2025 of our total sales value. Any disruption in our relationship with these trade partners could adversely impact our operations. In addition, any failure by our trade partners to strategically open retail touch points could adversely impact our operations and sales volumes.</li><li>There have been certain instances of delays in payment of statutory dues by our Company in the past. Any delay in payment of statutory dues by our Company in future, may result in the imposition of penalties and in turn may have an adverse effect on our Company's business, financial condition, results of operation and cash flows.</li><li>Our overseas operations involve challenges and risks that could increase our costs, adversely affect our results of operations and require increased time and attention from our management. Further, we depend on LG Electronics for our exports business. Any failure or delay by LG Electronics or us in accessing the export markets at the optimal time could have a material adverse effect on our results of operations and prospects.</li><li>We may not timely identify or effectively respond to evolving consumer tastes and preferences, including for premium products, which could negatively affect our relationship with our trade partners and consumers, the demand for our products and services, and our market share.</li><li>We don't have market leadership across all the product categories we operate in. Any failure to increase our market share could impact our business.</li><li>Foreign exchange rate fluctuations can adversely affect our financial results due to sales and expenses in different currencies and the value of our Equity Shares.</li><li>We or the LG Group may not succeed in continuing to establish, maintain and strengthen the "LG" brand and the "LG" brand could be harmed by complaints and negative publicity, in India and globally, which could have an adverse impact on our reputation, business, results of operations and financial condition.</li><li>Our warranty reserves may be insufficient to cover future warranty claims, which could adversely affect our financial condition and results of operations.</li><li>Any actual or perceived defects in our products or services provided through us, trade partners or other third parties, or any accidents in connection with the use of our products may result in a decrease in trade partners, consumers, sales and market share, customers switching to competing brands, recalls, unexpected expenses and increased warranty and product liability claims and adversely impact our operations, brand and reputation.</li><li>Our operating results could be materially harmed, and we may not be able to achieve our projected market growth if we are unable to accurately forecast consumer demand for our products, due to misalignment of product offerings, over-investment in categories that have limited adoption in Indian markets, or adequately manage our inventory.</li><li>The technology, systems and software deployed in our products and operations are critical for our success. We primarily rely on technology licensed from LG Electronics and other companies of the LG Group for our operations. Our failure to maintain, upgrade, integrate or adapt such technology and software, or renew key licensing agreements could adversely impact our operations.</li><li>Our products may become outdated in the market as a result of the rapidly changing technologies in the home appliances and consumer electronics markets in India.</li><li>We operate a large distribution network to supply our finished products to our trade partners. Any disruption in our distribution network could have an adverse impact on our operations and financial condition.</li><li>Disruptions of transportation network and transportation infrastructure may have an adverse effect on our business and results of operations.</li><li>We primarily depend on LX Pantos for our transportation and warehouse logistics. Any failure by them to provide their service to us could have a material impact on our operations.</li><li>We make payments to our Promoter, LG Electronics, on an ongoing basis, which could adversely impact our financial condition and cash flows.</li><li>Our Company is involved in tax proceedings pertaining to advertising, marketing and promotion (collectively, "AMP") expenses and royalty expenses and any adverse outcome in any of these proceedings may adversely impact our business, reputation, financial condition and results of operations.</li><li>We rely on other companies of the LG Group and third parties to manufacture our stock-in-trade. Any disruptions in our relationship with or any deficiencies in products or service provided by our manufacturing partners could adversely affect our business and results of operations.</li><li>The market penetration of appliances and electronics in rural India is currently low compared to urban areas, according to the Redseer Report and may not grow as anticipated, which may adversely affect our business, financial condition and results of operations.</li><li>We require certain approvals and licenses in the ordinary course of business, and the failure to obtain or retain them in a timely manner may adversely affect our operations.</li><li>Our success depends on our ability to provide effective services. Any disruption in our service offerings could adversely affect our reputation, business and financial condition.</li><li>Our Company in its regular course of operations, is involved in various consumer proceedings including disputes over product defects, claims of non-payment of instalments, warranty claims, and other similar issues and any adverse outcome in any of these proceedings may adversely impact our business, reputation, financial condition and results of operations.</li><li>Any failure in resolving consumer complaints in a timely manner or at all could result in consumer dissatisfaction, which could adversely affect our brand, reputation, financial condition and results of operation.</li><li>We discontinued our Mobile Communication Division segment in Fiscal 2022. If we are unable to successfully operate our businesses, we may be required to discontinue certain operations which could have an adverse impact on our business, financial condition and results of operations.</li><li>Our business depends substantially on the continued efforts of our management including members of our Senior Management and other qualified personnel and our operations may be disrupted if we lose their services.</li><li>We source some of the manufacturing equipment and spare parts for our manufacturing units from third parties. Any failure to source equipment and spare parts on time or at terms reasonable to us could have a material adverse impact on our operations.</li><li>Our business depends on adequate and uninterrupted availability of electrical power and water, and any disruption in supply may have an adverse impact on our operations.</li><li>Our business is subject to costs, risks and uncertainties, including those associated with laws and regulations in the regions we operate. Breach of applicable laws and regulations could adversely affect our business, operations and reputation.</li><li>We and our Promoter are potentially subject to laws related to anti-corruption, anti-bribery, anti-money laundering, financial and applicable primary and secondary economic sanctions and similar laws of the US and EU or other jurisdictions, and non-compliance with such laws can subject us to administrative, civil and criminal fines and penalties, all of which could adversely affect our business, prospects, financial condition, results of operations and cash flows.</li><li>We depend on contractors for some of our operations, and their failure to provide their services on time or at all may adversely affect our business and profitability.</li><li>We use heavy machinery at our manufacturing units which could cause bodily harm and accidents, which in turn could adversely impact our operations.</li><li>Our business is seasonal in nature and a decrease in our sales during some quarters could have an adverse impact on our financial performance.</li><li>We rely primarily on third-party policies to insure our operations-related risks. If our insurance coverage is inadequate, it may have an adverse effect on our business, financial condition, and results of operations.</li><li>We require capital to support our growth strategies. Any failure to raise additional financing could have an adverse effect on our business, financial condition, results of operations and cash flows.</li><li>Our Promoter, LG Electronics, has provided a guarantee in favor of Citigroup Inc. and each subsidiary and affiliate thereof, including Citibank N.A. (the "Bank") to extend and/ or maintain credit in favour of our Company. Any adverse change in our relationship with LG Electronics could have an adverse impact on our relationship with the Bank or our credit arrangements.</li><li>The decreased availability of trade partner or consumer financing programs or any delays or default in payment from our trade partners or consumers could impact the sales volume of our certain products, which could adversely impact financial condition and our results of operations.</li><li>We or LG Electronics may be unable to adequately protect our intellectual property rights, trade secrets and unpatented proprietary know-how, which may substantially harm our business.</li><li>We may be exposed to infringement or misappropriation claims by third parties, which, if determined adversely to us, could cause us to lose significant rights and pay substantial damages.</li><li>The sale of counterfeit products under our brand names and trademarks or the use of counterfeit parts for product repairs or customization could materially and adversely affect our reputation and financial results.</li><li>Any breach in the cybersecurity of our systems or privacy of the personal data we store could interrupt our operations, harm our brand and adversely affect our reputation, brand, business, financial condition and results of operations.</li><li>We have used information from the Redseer Report which has been commissioned and paid for by our Company for industry related data in this Red Herring Prospectus and any reliance on such information is subject to inherent risks.</li><li>Internal or external fraud or misconduct by employees, contractual manpower, sales promoters, engineers or other service providers could adversely affect our reputation and our results of operations.</li><li>We may be subject to unionization, work stoppages or increased labor costs, which could adversely affect our business and results of operations.</li><li>Any downgrade in our credit ratings could increase our finance costs, affect our ability to obtain financing, and adversely affect our business, financial condition and results of operations.</li><li>We track certain operational metrics and non-GAAP measures for our operations. Certain of our operational metrics are subject to inherent challenges in measurement and any real or perceived inaccuracies in such metrics may adversely affect our business and reputation</li><li>Our Statutory Auditor's report for the financial statements as of and for the years ended March 31, 2024 and 2023 include observations with respect to the contingent liabilities arising from the License Agreement.</li><li>Significant differences exist between Ind AS and other accounting principles, such as IFRS and U.S. GAAP, which may be material to investors' assessments of our financial condition.</li><li>If we are classified as a passive foreign investment company for U.S. federal income tax purposes, U.S. investors in our shares may be subject to adverse U.S. federal income tax consequences.</li></ul>

The Issue type of LG Electronics India Ltd is Book Building.

The minimum application for shares of LG Electronics India Ltd is 13.

The total shares issue of LG Electronics India Ltd is 101815859.

Initial public offer of up to 101,815,859 equity shares of face value of Rs. 10 each ("Equity Shares") of LG Electronics India Limited ("The Company" or the "Issuer") for cash at a price of Rs. [*] per equity share (Including a Premium of Rs. [*] per Equity Share) ("Offer Price") aggregating up to Rs. [*] crores through an offer for sale ("The Offer") of up to 101,815,859 equity shares of face value of Rs. 10 each aggregating up to Rs. [*] crores by LG Electronics Inc. ("Selling Shareholder") (The "Offer for Sale" and such equity shares, the "Offered Shares"). The offer shall constitute 15.00% of the post-offer paid-up equity share capital of the company. Price Band: Rs. 1080/- to Rs. 1140/- for equity share of face value of Rs. 10 each. The floor price is 108.0 times times the face value and cap price is 114.0 times of the face value of the equity shares. Bids can made for a minimum of 13 equity shares and in multiples of 13 equity shares thereafter. A discount of Rs. 108 per equity share is being offered to eligible employees bidding in the employee reservation portion