Solarworld Energy Solutions Ltd IPOSOLARWORLD

The IPO opens on 23 Sept 2025 & closes on 25 Sept 2025.

Solarworld Energy Solutions Limited was originally incorporated as 'Solarworld Energy Solutions Private Limited' dated July 17, 2013, issued by the RoC. Subsequently, status of the Company was converted from a Private Company to a Public Company, following which the name changed to 'Solarworld Energy Solutions Limited' and a Certificate of Incorporation was issued by the RoC on September 23, 2024. The Company is one of the leading solar energy solutions provider, specialising in engineering, procurement and construction (EPC) services for solar power projects. It commenced operations in 2013, offering complete, end to end and cost-effective solutions for the installation of solar power projects , which comprise public sector undertakings (PSUs) and commercial and industrial clients (C&I) . A typical EPC solar project covers design, civil works, equipment purchase and installation, and commissioning. Since incorporation of the Company, it developed, constructed, and operated a range of rooftop solar projects and ground-mounted solar projects under both CAPEX and RESCO models. Under the CAPEX model, it provide end-to-end solutions by designing, installing, setting up and commissioning the solar power projects on a turn-key basis to customers, while the ownership of the solar power projects vests with the customer itself. Under the RESCO model, the power purchaser is not required to make any capital investment for the solar power project, purchasing the generated power at fixed tariff rates. The Company completed the first 500 KWp Solar Power Plant in Noida in year 2014; it completed 10 MW grid connected Solar Power Plant in Telangana in 2015; expanded to Rajasthan and Haryana and further reached to Uttarakhand, New Delhi and Himachal Pradesh in 2017. It further commissioned first 10 MW AC / 14 MW DC ground mount solar capacity project in 2020 and completed 75 MW / 105 MW DC for SJVN Green Energy Limited in 2023. The Company in August 2024, has completed Projects with a total capacity of 253.67 MW AC/ 336.17 MW DC. It has entered into an equity co-operation agreement with ZNSHINE PV-Tech Co. Ltd., supplier from China, dated May 14, 2024, for establishing a solar panel manufacturing plant. The Company is planning to raise money from public by issuing Equity Shares of Face Value of Rs 5 each aggregating upto Rs 600 Crore, comprising a Fresh Issue of Rs 550 Crore Equity Shares and Rs 50 Crore Equity Shares through Offer for Sale.

Solarworld Energy Solutions Ltd IPO will close on 25 Sept 2025.

<ul><li>Established track record and strong in-house execution capabilities for end-to-end solar EPC solutions.</li><li>Robust order book with favourable national policy support and visibility for future growth.</li><li>Strong financial performance driven by asset light business model.</li><li>Strong customer relationships built on reliable delivery of projects with a significant focus on quality.</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>Kartik Teltia</td> <td>25619389</td> <td>34.56</td> <td>25619389</td> <td>29.56</td> </tr> <tr> <td>2</td> <td>Rishabh Jain</td> <td>---</td> <td>---</td> <td>---</td> <td>---</td> </tr> <tr> <td>3</td> <td>Mangal Chand Teltia</td> <td>3550554</td> <td>4.79</td> <td>3550554</td> <td>4.1</td> </tr> <tr> <td>4</td> <td>Sushil Kumar Jain</td> <td>---</td> <td>---</td> <td>---</td> <td>---</td> </tr> <tr> <td>5</td> <td>Anita Jain</td> <td>---</td> <td>---</td> <td>---</td> <td>---</td> </tr> <tr> <td>6</td> <td>Pioneer Facor IT Infradevelope</td> <td>29169943</td> <td>39.35</td> <td>27745442</td> <td>32.01</td> </tr> <tr> <td>7</td> <td>Pioneer Securities Pvt Ltd</td> <td>---</td> <td>---</td> <td>---</td> <td>---</td> </tr> <tr> <td>8</td> <td>Pioneer Fincap Pvt Ltd</td> <td>---</td> <td>---</td> <td>---</td> <td>---</td> </tr> </tbody> </table>

<ul><li>For Fiscals 2025, 2024, and 2023, we derived 79.19%, 91.16%, and 87.98% of our revenue, respectively, from one of our key customers, SJVN Green Energy Limited. The loss of such key customer may materially and adversely affect our business, future prospects, and financial performance.</li><li>Our installation and construction activities are subject to cost overruns or delays or completion risks which may have an adverse impact on our operations.</li><li>We may be unable to accurately estimate costs under fixed-price EPC contracts. Any failure to accurately estimate costs or manage our supplier relationships, may increase our construction costs and working capital requirements which may have a material adverse effect on our financial condition, cash flow and results of operations.</li><li>Our operations are concentrated predominantly in the state of Uttar Pradesh in Fiscals 2024 and 2023, and any change in the economic conditions could adversely impact our business and financial performance.</li><li>We have sustained negative cash flows from operating activities in the past and may experience earnings decline or operating losses or negative cash flows from operating activities in the future. Any negative cash flows in the future would adversely affect our results of operations and financial condition.</li><li>Any failure to maintain the quality and performance guarantees under our EPC contracts or delays in completing the construction of solar power projects, may increase our construction costs and working capital requirements which may have a material adverse effect on our financial condition, cash flow and results of operations.</li><li>Any restrictions in supply or failure of supply or defects in quality could cause delays in project construction or implementation and impair our ability to provide our services to customers at a price that is profitable to us which could have a material adverse effect on our business, financial condition and results of operations.</li><li>We operate in a competitive industry and as such we may not be successful in bidding for and winning bids for solar power projects to grow our business, which may have a material adverse effect our business, financial condition, results of operations and prospects.</li><li>Our Registered Office and Corporate Office are located on leased premises. We cannot assure you that the lease agreements will be renewed upon termination or that we will be able to lease other premises on the same or similar commercial terms.</li><li>We have recently established a manufacturing facility for manufacturing of solar modules and we are in the process of setting up a manufacturing facility for manufacturing of BESS and of establishing a manufacturing facility for solar PV TopCon cell through one of our subsidiaries. The funding for these manufacturing facilities is based on certain assumptions and estimates and is subject to receipt of various approvals from regulatory authorities. Inadequate assumptions and estimates or failure to obtain the required approvals may have an adverse effect on our business operations.</li><li>Our lack of experience in manufacturing, implementation and sales of solar modules, battery energy storage systems and solar PV TopCon cell and lack of necessary experienced personnel for manufacturing of solar PV TopCon cell may have an adverse impact on our prospects, growth, results of operations and financial condition.</li><li>We are yet to place orders for certain equipment and civil works for establishing a manufacturing facility at Pandhurana, Madhya Pradesh, proposed to be part funded through this Offer. In the event of any delay in placing the orders, or in the event the vendors are not able to provide the equipment or services in a timely manner, or at all, it may result in time and cost over-runs thereby affecting our business, prospects and results of operations adversely.</li><li>Our solar modules, battery energy storage solutions and solar PV TopCon cell that are proposed to be manufactured at our proposed manufacturing facility, may not be accepted by our customers and/or may not be profitable or achieve the profitability that justifies our investment, which may have an adverse impact on our prospects, growth, results of operations and financial condition.</li><li>Any variations in our funding requirements and the proposed deployment of Net Proceeds and the Pre-IPO Proceeds may affect our business and results of operations.</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>As we undertake process of our EPC operations in-house, we are exposed to certain risks such as changes in economic conditions, increasing cost of labour, delays and other unforeseen expenses, which may have an adverse impact on our business operations.</li><li>We are exposed to counterparty credit risk and any delay in, or non-receipt of, payments may materially and adversely affect our cash flows.</li><li>We recently incorporated some of our subsidiaries and accordingly these entities have no operating history.</li><li>The projects that are included in our Order Book may be delayed, modified, cancelled not fully paid, or suspended by our customers and, therefore our Order Book is not necessarily indicative of our future revenue or profit. Our actual income may be significantly less than the estimates reflected in our Order Book. Any delay, failure or execution difficulty with respect to projects in our Order Book could materially affect our business, results of operations and financial condition.</li><li>Our Promoter Selling Shareholders have provided corporate guarantees to lenders for certain loan facilities availed by our Company, which if invoked may adversely affect our Promoters' ability to manage the affairs of our Company and which in turn may adversely impact our business and operations.</li><li>Our operations are subject to extensive regulations, which require us to obtain, renew and comply with the terms of various approvals, licenses and permits. Failure to obtain such licenses and permits will adversely affect our operations and may have an impact on our cash flows.</li><li>Our operating results may fluctuate from quarter-to-quarter due to seasonality. There can be no assurance that our historical results are an indicator of our future performance, and such fluctuations may have an adverse effect on our business operations and cash flows.</li><li>Our business and profitability are substantially dependent on the availability and cost of our raw materials, and any disruption to the timely and adequate supply of raw materials, or volatility in the prices of raw materials may adversely impact our business, results of operations and financial condition.</li><li>Our Company has in the past undertaken a bonus issue which may impact the ability of the Company to declare dividends or undertake bonus issuances in the future.</li><li>None of our Directors have prior experience of holding a directorship in a listed company.</li><li>Security breaches, cyber-attacks, computer viruses and hacking activities may cause material adverse effects on our business, financial performance and results of operations and expose us to liability, which could adversely affect our business and our reputation.</li><li>We may be subject to unforeseen costs, liabilities or obligations when providing O&M services. In addition, certain of our O&M contracts include provisions permitting the counterparty to terminate the agreement for convenience. This may materially and adversely affect our business, financial condition and results of operations.</li><li>Technological changes, evolving customer requirements and emerging industry trends may affect our business, may render our current technologies obsolete and may require us to make substantial capital investments. If we are unable to adapt in a timely manner to changing market conditions, evolving customer requirements or technological changes, our business, financial condition and results of operations could be materially and adversely affected.</li><li>Our funding requirements and the proposed deployment of Net Proceeds and the Pre-IPO Proceeds have not been appraised by any bank or financial institution or any other independent agency and our management will have broad discretion over the use of the Net Proceeds and the Pre-IPO Proceeds.</li><li>A portion of our funding requirements and proposed deployment of the Net Proceeds and the Pre-IPO Proceeds are based on management estimates and may be subject to change based on various factors, some of which are beyond our control.</li><li>The generation of electricity from solar source depends heavily on suitable meteorological and climate conditions and our business prospects and future financial performance depends on such favourable and stable conditions. Unfavourable weather conditions could have a material adverse effect on our business, financial condition and results of operations.</li><li>The proceeds from the Offer for Sale will be paid to the Promoter Selling Shareholder.</li><li>Our intellectual property rights may not be adequately protected against third party infringement. This could have a material adverse effect on our business which in turn adversely affect results of operations.</li><li>Our Company and some of our Directors, Promoters, Subsidiaries and Group Companies are involved in certain legal and other proceedings. Any adverse outcome in such proceedings may have an adverse effect on our business, results of operations and financial condition.</li><li>Any downgrade in our credit ratings may increase interest rates for refinancing our borrowings, which would increase our cost of borrowings, and adversely affect our ability to borrow on a competitive basis.</li><li>If we are unsuccessful in implementing our strategies, particularly our growth strategy, our business, financial condition, results of operations and cash flows may be adversely affected.</li><li>The operation of our businesses is highly dependent on information technology, and we are subject to risks arising from any failure of, or inadequacies in, our information technology ("IT") system.</li><li>We may be subject to significant risks and hazards when operating and maintaining our solar power projects, for which our insurance coverage might not be adequate. Failure to maintain adequate insurance coverage can trigger breach of the relevant EPC contracts thereby having a material adverse impact on our operations.</li><li>Employee shortages, rising employee costs and high attrition rates may harm our business and increase our operation costs, which could have a significant impact on the operations of our Company.</li><li>We are dependent on our Promoters, Directors, Key Managerial Personnel and Senior Management. If we are unable to retain our Promoters, Directors, Key Managerial Personnel and Senior Management, it can have a material adverse impact on our business performance.</li><li>Our EPC projects and subsequent O&M services are subject to risks of operational hazards and can cause injury to people or property in certain circumstances, the occurrence of which may hamper our reputation, business, financial condition, and results of operations.</li><li>Our company faces a potential risk related to the future pricing and commercial viability of domestically manufactured solar cells.</li><li>We have indebtedness and have also guaranteed, and provided collateral to secure, certain financing obligations of our Subsidiaries, all these could adversely affect our business, prospects, financial condition, results of operations and cash flows.</li><li>If our contingent liabilities materialize, our results of operations could be adversely affected.</li><li>We may be subject to unionisation, work stoppages or increased labour costs, which could adversely affect our business and results of operations.</li><li>We have in the past entered into related party transactions and may continue to do so in the future, which may potentially involve conflicts of interest.</li><li>Our ability to pay dividends in the future will depend upon our future results of operations, financial condition, cash flows and working capital and capital expenditure requirements.</li><li>We operate in the solar EPC Industry, which is subject to sector-specific threats and challenges. Any inability to manage these external factors could adversely impact our business, financial condition, and results of operations.</li><li>We track certain operational metrics and non-generally accepted accounting principles, measures with internal systems and tools and do not independently verify such metrics. 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>Certain sections of this Red Herring Prospectus contain information from the CRISIL Report which we commissioned and purchased and any reliance on such information for making an investment decision in the Offer is subject to inherent risks.</li><li>Our Promoters, certain of our Directors, Key Managerial Personnel and Senior Management may have interests in the Company other than the reimbursement of expenses incurred and normal remuneration or benefits, which may have an impact on our business operations.</li><li>Any fraud, theft, or embezzlement by our employees, vendors or contractors could adversely affect our reputation, results of operations and financial condition.</li><li>Significant differences exist between Ind AS ("Indian Accounting Standards") and other accounting principles, such as U.S. GAAP ("Generally Accepted Accounting Principles in the United States of America") and IFRS ("International Financial Reporting Standards"), which investors may be more familiar with and may consider material to their assessment of our financial condition.</li><li>We have issued Equity Shares at prices that may be lower than the Offer Price in the last 12 months.</li></ul>

The Issue type of Solarworld Energy Solutions Ltd is Book Building.

The minimum application for shares of Solarworld Energy Solutions Ltd is 42.

The total shares issue of Solarworld Energy Solutions Ltd is 13960113.

Initial public offering of up to 13,960,113 equity shares of face value of Rs. 5 each (equity shares) of Solarworld Energy Solution Limited (the company or the issuer) for cash at a price of Rs. 351 per equity share (including a premium of Rs. 346 per equity share) (offer price) aggregating up to Rs. 490.00 crores (offer). The offer comprises of a fresh issue of up to 12,535,612 equity shares aggregating up to Rs. 440.00 crores (the fresh issue) and an offer for sale of up to 14,24,501 equity shares aggregating up to Rs. 50.00 crores by pioneer Facor it Infradevelopers private limited (the offer for sale). The offer will constitute 16.11% of the post-offer paid-up equity share capital.