BRAINBEES SOLUTIONS LIMITED FILES DRHP WITH SEBI

• One of the rare new age tech companies to be profitable for three consecutive years in their core business, exclusive of ESOP benefits
• Investing in business expansion in India and international markets
• Multichannel Indian and international retail business including distribution and manufacturing
• Strong domain expertise in parenting community, education, targeted audiences (Mother, baby and kids specialist)
• Largest in India and the UAE

DRHP Link:
https://www.morganstanley.com/content/dam/msdotcom/en/indiaofferdocuments/pdfs/Brainbees_Solutions_Limited-Draft_Red_Herring_Prospectus.pdf
Brainbees Solutions Limited (FirstCry.com), India’s largest multi-channel retailing platform for Mothers’, Babies’ and Kids’ products, in terms of GMV, for the year ending December 2022, has filed its Draft Red Herring Prospectus (“DRHP”) with market regulator Securities and Exchange Board of India (“SEBI”).
The Company’s initial public offering comprises a fresh issue of Equity Shares aggregating up to ₹18,160.00 million and an offer for sale of up to 54,391,592 Equity Shares by selling shareholders.
The offer for sale comprises of up to 20,318,050 Equity Shares by SVF Frog (Cayman) Ltd, up to 2,806,174 Equity Shares by Mahindra & Mahindra Limited, up to 8,601,292 Equity Shares by PI Opportunities Fund- 1, up to 3,899,525 Equity Shares by TPG Growth V SF Markets Pte. Ltd., up to 3,014,233 Equity Shares by NewQuest Asia Investments III Limited, up to 2,523,280 Equity Shares by Apricot Investments Limited, up to 2,404,344 by Valiant Mauritius Partners FDI Limited, up to 837,676 Equity Shares by TIMF Holdings (Mauritius), up to 837,676 Equity Shares by Think India Opportunities Master Fund LP (Cayman) and up to 616,945 Equity Shares by Schroders Capital Private Equity Asia Mauritius II Limited (Corporate Selling Shareholders)
The company proposes to utilize the Net Proceeds Up to ₹ 18,160.00 million from the offer towards funding the expenditure for setting up new modern stores, a warehouse and lease payments for our existing identified modern stores in India, towards funding the investment in its subsidiary, FirstCry Trading for overseas expansion by setting up new modern stores and warehouses in the Kingdom of Saudi Arabia (“KSA”), towards funding the investment in its subsidiary, GlobalBees Brands towards acquisition of additional stake in its indirect subsidiaries, towards sales and marketing initiatives, technology and data science cost including cloud and server hosting related costs, towards funding of inorganic growth through acquisition and other strategic initiatives as well as for general corporate purposes.
The FirstCry platform was launched in India in 2010 with a goal to create a one-stop destination for parenting needs across commerce, content, community engagement, and education, based on brand affinity, loyalty and trust of customers. They are the pioneers of multi-channel retailing for Mothers’, Babies’ and Kids’ products in India. The multi-channel retailing platform includes FirstCry’s online platform accessible through the mobile application and website, FirstCry modern stores comprising franchisee-owned, franchisee-operated modern stores (“FOFO”), company-owned and company-operated modern stores (“COCO”) as well as general trade retail distribution. The company offers products in various categories, including apparel, footwear, baby gear, nursery, diapers, toys and personal care, amongst others. As at June 30, 2023, they offer more than one million SKUs from over 6,800 brands, including prominent third-party Indian brands, global brands, and their own home brands. As at June 30, 2023, the FirstCry mobile application has been downloaded more than 104 million times in India. Further, they have a network of 936 FirstCry and BabyHug modern stores in 465 cities in 27 states and four union territories across India with over 1.76 million square feet of retail space, as at June 30, 2023.
The key competitive strengths are as follows:
• FirstCry is India’s largest multi-channel, multi-brand retailing platform for Mothers’, Babies’ and Kids’ products. The platform has powerful network effects driven by content, brands and data. They are India’s largest multi-channel, multi-brand retailing platform for Mothers’, Babies’ and Kids’ Products;
• The platform has powerful network effects driven by content, brands and data;
• Brand affinity, loyalty and trust of customers in the FirstCry brand;
• Combination of curating growing home brands and relationships with prominent third-party brands;
• The technology and data driven, personalized customer journey has led to higher customer engagement;
• Full-stack platform with control over manufacturing and supply chain;
• Proven and scalable business model
FirstCry is India’s largest multi-channel retailing platform for Mothers’, Babies’ and Kids’ products, in terms of GMV, for the year ending December 2022. The business has demonstrated revenue growth from FY21 to FY23. For FY21, FY22, FY23 and the three months ended June 30, 2023, the revenue from operations was ₹16,028.54 million, ₹24,012.88 million, ₹56,325.39 million, and ₹14,069.33 million, respectively, in accordance with the Restated Consolidated Financial Statements. This increase in revenue from operations is as a result of both organic and inorganic growth.

The marquee DOA holders include Madhu Silica Private Limited, Nirmala Govindan, OMEZ Real Estate LLP, PAM Family Trust, Shradha Family Trust, Namrata Manohar Kabra, Dinesh Kumar, on behalf of PMJ Holdings, Rakesh Bikhalal Shah, Sachin Ramesh Tendulkar/ Anjali S Tendulkar, Vijaya Nalla, Kaushik Majithia Family Trust, Vedarth Family Trust, Tejas Nanubhai Majithia, Ornet Intermediates Private Limited, Gaurav Deepak, Anirban Banerjee, AVDMT Partners LLP, Manoj Kumar Kohli, Pranay Mahendra Jain, Karan Sharma, Nitinbhai Raojibhai Desai HUF, Meena Nitin Desai/ Nitin Raojibhai Desai, Bimal Natubhai Desai HUF, Sahana Bimal Desai/ Bimal Natubhai Desai, Desons Holdings & Finance Private Limited, Divya Agarwal, Ravi Modi, Srinivasan Trust, Avendus Future Leaders Fund II, Chiratae Growth Fund I, IIFL Large Value Fund – Series 1A, Namala Srinivas, Subham Buildwell Private Limited, Narantak Dealcom Limited, Anmol Rashesh Bhansali, Rashesh, Manharbhai Bhansali, Kanwaljit Singh/ Suzanne Singh, Pravin Hiralal Jain/ Vandana Pravin Jain, Pravin Shirpad Bhalerao, Bulwark Partners and Pokepola Enterprises LLP
Kotak Mahindra Capital Company Limited, Morgan Stanley India Company Private Limited, BofA Securities India Limited, JM Financial Limited and Avendus Capital Private Limited are the Book Running Lead Managers to the issue.