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MakeMyTrip completes upsized equity & convertible notes offerings worth billions

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
6-K

Rhea-AI Filing Summary

MakeMyTrip Limited (MMYT) filed a Form 6-K disclosing the completion of two capital-raising transactions on 23 June 2025:

  • Primary Equity Offering: the company issued 16,000,000 ordinary shares, par value US$0.0005, at US$90 per share. Underwriters exercised their option in full to purchase an additional 2,400,000 shares, bringing the total shares sold to 18,400,000.
  • Convertible Notes Offering: MakeMyTrip issued 0.00% convertible senior notes due 2030 with an aggregate principal amount of US$1.25 billion. Initial purchasers also exercised their option in full, adding another US$187.5 million, for a total principal amount of US$1.4375 billion.

Both offerings were upsized, and the overallotment options were fully exercised, indicating robust demand. The equity issuance was conducted through an underwritten registered public offering, while the notes were privately placed with qualified institutional buyers under Rule 144A. Press releases detailing each closing are attached as Exhibits 99.1 and 99.2.

No use-of-proceeds, pricing premium, or conversion terms were included in this filing. The transactions materially increase the company’s cash position but introduce potential share dilution from the new equity and future dilution from the convertible notes’ conversion.

Positive

  • Robust demand: both underwriters and initial purchasers exercised full overallotment options, indicating strong investor appetite.
  • Strengthened liquidity: sizeable proceeds from equity and convertible offerings improve the company’s cash position without immediate interest expense due to 0% notes.

Negative

  • Share dilution: issuance of 18.4 million new ordinary shares directly reduces existing shareholders’ ownership percentage.
  • Future dilution risk: 0% convertible notes due 2030 may convert into equity, potentially further diluting EPS and voting power.

Insights

TL;DR – MMYT raises >US$1.4 bn notes and 18.4 m shares; cash up, dilution risk.

The full exercise of overallotment options in both the equity and convertible note offerings signals strong institutional appetite. The 0% coupon lowers cash interest burden, and the staggered 2030 maturity gives balance-sheet flexibility. However, issuing 18.4 million shares at US$90 immediately dilutes existing shareholders, and future conversion of the notes could amplify dilution depending on the conversion price. Because no proceeds allocation was announced, investors cannot yet gauge return on this capital. Net, the deals are liquidity-enhancing but only moderately positive until capital deployment details emerge.

TL;DR – Large twin offerings add liquidity but heighten dilution overhang; risk tilted negative.

The simultaneous equity and convertible raises exceed US$2.8 billion in aggregate securities issued, a sizeable proportion for MMYT’s market cap. Immediate share count expansion reduces per-share metrics, and zero-coupon converts imply a likely in-the-money conversion structure that can pressure future EPS. Absent guidance on strategic use, the market may treat the financing as defensive rather than growth-oriented. Consequently, I view the disclosure as modestly negative for near-term equity valuation.

 
 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

Form 6-K

 

 

Report of Foreign Private Issuer

Pursuant to Rule 13a-16 or 15d-16

under the Securities Exchange Act of 1934

For the month of June 2025

Commission File Number 001-34837

 

 

MAKEMYTRIP LIMITED

(Translation of registrant’s name into English)

 

 

19th Floor, Building No. 5

DLF Cyber City

Gurugram, India, 122002

(Address of principal executive office)

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.

Form 20-F ☒    Form 40-F

 

 
 


Other Events

On June 23, 2025, MakeMyTrip Limited (“MakeMyTrip”) announced:

 

 

 

the closing of its previously announced upsized primary offering of 16,000,000 ordinary shares of the company, par value US$0.0005 per share, in an underwritten registered public offering, and the exercise in full by the underwriters of their option to purchase 2,400,000 additional ordinary shares (the “Primary Equity Offering”), at an offering price of US$90 per ordinary share; and

 

 

 

the closing of its previously announced offering of 0.00% convertible senior notes in an aggregate principal amount of US$1.25 billion due 2030 (the “Notes”) in a private offering to persons reasonably believed to be qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended, and the exercise in full by the initial purchasers of their option to purchase an additional US$187.5 million in aggregate principal amount of the Notes (collectively, the “Notes Offering”).

A copy of the press releases for the closing of the Primary Equity Offering and the Notes Offering are attached hereto as Exhibit 99.1 and Exhibit 99.2, respectively.


Exhibits

99.1

  

Press release for the closing of the Primary Equity Offering dated June 23, 2025

99.2

  

Press release for the closing of Notes Offering dated June 23, 2025


EXHIBIT INDEX

 

99.1

  

Press release for the closing of the Primary Equity Offering dated June 23, 2025

99.2

  

Press release for the closing of Notes Offering dated June 23, 2025


SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Date: June 23, 2025

 

MAKEMYTRIP LIMITED

By:

 

/s/ Rajesh Magow

Name:

 

Rajesh Magow

Title:

 

Group Chief Executive Officer

FAQ

How many new shares did MakeMyTrip (MMYT) issue in the June 2025 equity offering?

18,400,000 ordinary shares were issued after underwriters exercised their 2.4 million-share option in full.

What was the offering price of MMYT’s primary equity issuance?

The ordinary shares were sold at US$90 per share.

What is the principal amount of the 0.00% convertible senior notes issued by MakeMyTrip?

The total principal amount is US$1.4375 billion after the option exercise.

When do the newly issued convertible senior notes mature?

The notes mature in 2030.

Were the overallotment options exercised in both offerings?

Yes, underwriters and initial purchasers fully exercised their respective options for both the equity and notes offerings.

Under which rule were the convertible notes offered?

They were privately placed under Rule 144A of the Securities Act of 1933.
Makemytrip Limited Mauritius

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