Should You Invest in boAt Unlisted Shares Before IPO?

Complete Pre-IPO Investor Guide

By Kanishk Dev Bangia | NISM Series XV Certified Research Analyst

Last Updated: May 2026 | NISM Reg. No: NISM-202300182946

boAt is the #1 audio brand in India, popular amongst the millennials and Gen Z with its cool range of earwear, smartwatches, and speakers. However, behind the hype of its popular brand, its parent company Imagine Marketing Ltd has a long chequered history leading up to its public offering. The company made its first DRHP filing in January 2022 for its ₹2,000 crore IPO and later withdrew from it because of global inflation, Russia-Ukraine war, and the brutal sell-off in tech stocks.

Jumping to 2025-26, there is a significant shift in the narrative regarding Imagine Marketing. The company filed its confidential DRHP with SEBI in April 2025, got regulatory clearance in August 2025, and made its updated DRHP filing in October 2025 for its IPO worth ₹1,500 crore. In addition, this gives pre-IPO investors another chance to acquire unlisted shares of Imagine Marketing before its listing.

Also, in FY25, the company reported its profitability after being in loss for two years in a row, achieving ₹60 crore profit on its revenue of ₹3,097.8 crore. With the narrowing of listing windows, HNIs and retail investors alike are showing strong interest in buying unlisted shares of boAt.

Everything about unlisted shares of boAt.

Boat Unlisted Share Price Today

The unlisted stocks of boAt (Imagine Marketing Ltd.) are being offered at ₹855 per share (May 09, 2026; source: Unlisted Dealer Network). It has remained range bound in the period of one year between ₹823 and ₹1,638 due to the post-DRHP cooling off period, following the euphoria associated with SEBI clearance that was received in August 2025.

The minimum lots for these stocks are 50 units with the minimum investment of ₹42,750. These stocks can be purchased through NSDL as well as CDSL (ISIN: INE03AV01027) and dematerialized in 24–48 hours.

Interested in other pre-IPO opportunities? Read our guide on how unlisted shares work in India before investing.

Boat (Imagine Marketing Ltd.) — Company Overview

Established in 2013, and incorporating as Imagine Marketing Limited, boAt has transformed itself from being a cable accessory company to becoming India's top-selling personal audio brand, a feat that it has consistently achieved from fiscal year 2020 to 2025 as reported by the Redseer Report.

Founders & Leadership:

• Aman Gupta — Co-founder & Whole-time Director (also a Shark Tank India judge, adding massive brand equity)

• Sameer Mehta — Co-founder & Executive Director (oversees product and operations)

• Gaurav Nayyar — CEO (appointed FY25; led the profitability turnaround)

• Vivek Gambhir — Former Whole-time Director & CEO

Product Mix:

• Audio (84.23% of FY25 revenue): TWS earphones, headphones, soundbars, speakers

• Wearables (10.76%): Smartwatches including the boAt Wave and Lunar series

• Charging & Accessories (5.01%): Cables, adapters, power banks

• Sub-brands: Nirvana (premium audio), RedGear (gaming), TAGG, DEFY

Boat Financials FY25 — The Turnaround Story

After two consecutive years of losses, boAt's FY25 financials mark a watershed moment. Imagine Marketing posted a consolidated PAT of ₹60 crore on revenue of ₹3,097.8 crore, reversing losses of ₹79.7 crore in FY24 and ₹129.5 crore in FY23. EBITDA crossed ₹142 crore — the company's first positive EBITDA in recent memory.

Source: Outlook Business — boAt FY25 Results | Business Standard UDRHP Coverage

Key financial insights for investors:

• The revenue has been relatively flat for three years (~₹3,100–3,400 crore), a potential red flag against high-growth revenue valuations
• Return to profit margins was through cost optimization rather than revenue growth — investors should pay attention to revenue growth next year
• EBITDA of ₹142 crore from ₹3,097 crore revenue is an EBITDA margin of ~4.6%, a thin margin but trending upwards
• Working capital optimization (inventory days reduced from 75 to 36 days) indicates efficient operations
• Competitive analysis: The competitors, Noise and Boult, are still unlisted companies, whereas D2C listed competitor Nykaa (revenue >₹6,000 crore) is valued at 4–6 times revenue

Boat IPO — DRHP Status & Timeline 2026

The boAt IPO process has been a tale in two acts. The first one was unsuccessful in 2022, while the second one, which has been filed confidentially in 2025, has been approved by SEBI and is currently underway.

Act 1: The 2022 Filing & Withdrawal

• January 2022: Imagine Marketing submitted a ₹2,000 crore DRHP to SEBI (₹900 crore fresh issue & ₹1,100 crore OFS)
• September 2022: The company cancelled its IPO due to the volatility in the international market environment (inflation, Russian-Ukrainian war, and rising interest rates globally)
• At the same time, Warburg Pincus led a ₹500 crore Series C round, which valued the company at ₹11,500 crore post-money

Act 2: The 2025–26 Comeback

• February 2025: The company sent notice regarding its proposed IPO to the shareholders
• April 7, 2025: Confidential DRHP filed with SEBI for the purpose of private filing
• April 2025: EGM sanctioned an issuance of shares worth ₹500 crore along with OFS structure
• August 1, 2025: The IPO sanction obtained from SEBI (valid up to 18 months, till February 2027)
• October 29, 2025: DRHP filed by the company was made public; the IPO size cut down to ₹1,500 crore
• Book Running Lead Managers: ICICI Securities, Goldman Sachs India, JM Financial, Nomura
• Registrar: MUFG Intime India Pvt. Ltd.
• Proposed Listing : BSE + NSE

Why Investors Are Watching Boat Pre-IPO

boAt represents a convergence of three key trends that attract investors: the D2C brand premium, the India consumer electronics trend, and the Shark Tank India effect. Here is why pre-listing interest is justified — and where there could be some caveats.

• D2C Consumer Brand Premium: As a D2C company, boAt earns greater margins and data compared to offline/retail-based businesses. Globally, D2C brands get premium valuations at the time of IPO, like Dollar Shave Club, Warby Parker. In India, Nykaa was priced at roughly 50x EV/EBITDA during its IPO in 2021.

• Founders' Brand Effect (Shark Tank India): Being featured on Shark Tank India has created a unique marketing moat for boAt, in the form of high organic brand equity through earned media, that no amount of money spent on advertising can provide.

• Listing Timeline Clarity: Having gained SEBI approval and being backed by Goldman Sachs and ICICI Securities, the listing timeline is well-defined now. SEBI's approval is valid till February 2027.

• India Personal Audio Growth: As per AMFI and Redseer studies, the personal audio category in India is a $6Bn opportunity with huge room for growth, driven by the secular trend of affordable TWS earphones and smartwatches.

.Comparison with Publicly Traded D2C Peers: Both Nykaa (FSN E-Commerce) and Honasa Consumer (Mamaearth) went public with premium valuations based on D2C branding narrative. The fundamentals of boAt, including market leadership position, positive turnaround, and >250 SKUs, support a premium valuation, although perhaps slightly more conservative than Nykaa’s peak $7+ billion.

Also read: Best Pre-IPO Shares to Watch in 2026 and How to Evaluate Unlisted Shares Before Investing

How to Buy Boat Unlisted Shares — Step-by-Step Guide

Purchasing IPO unlisted stocks in India is not illegal but involves careful navigation through the unorganized dealer market. There is no price discovery by an exchange, with prices set by negotiation between the parties using a registered dealer. Here are five ways.

1. Open a Demat Account – You need to have a demat account either with NSDL or CDSL to receive unlisted stocks. If you do not already have this, you can open the account at any DP registered under SEBI regulations. Having a demat account is compulsory since without this, stock transfer will not take place.

2. Find a Trusted Dealer – Look for an unlisted stock dealer who can sell you the unlisted stocks. Check that the stock dealer you are contacting has been registered with MCA and is credible enough. Beware of WhatsApp-only dealers. Obtain proof of earlier transactions from them.

3. KYC & Share Verification – Complete KYC process with dealer (PAN, Aadhaar, Bank Details, Demat DP & Client ID). Prior to making any payments, ask the dealer to give you the ISIN (INE03AV01027) along with the name of the company in the demat transfer document and the share certificates verification details.

4. Payment via NEFT/RTGS – Make your payments only via bank transfer through NEFT/RTG S. Do not make any payments in cash or even via UPI to any unknown handles. Maintain evidence of payments and all emails for future references.

5. Timeline for Demat Crediting – After making payments, the process starts with off-market transfer by the dealer. Usually, shares are credited into your demat account within 24-48 hours, but timing may differ.

Risks of Investing in Boat Unlisted Shares

All investments have some risks, and the risk profiles of unlisted stocks before IPO are distinct in comparison with those of listed stocks. These are the main risks an investor should assess prior to purchasing unlisted shares of boAt.

1. Consumer Electronics Business Cyclicity: The business of consumer electronics is very cyclical and depends on disposable income. In times of recession, people will spend less money on consumer electronics products, which is evident in the 2022-24 period when boAt faced increasing losses.
2. Margins Under Pressure due to Intense Competition: boAt faces fierce price competition not only from local brands such as Noise and Boult but also global brands including Samsung, OnePlus, and JBL. The growing intensity of price-based competition leads to narrowing gross margins, and boAt's EBITDA margins stand at ~4.6%, which is quite tight.
3. No Growth in Top Line: The revenue for the past couple of years has not increased and stands at ~₹3,100 crore. This can be considered an important negative point for a company that targets a $1.5 billion valuation.
4. Uncertainty over timing of the IPO: The SEBI approval will be valid until February 2027, but the listing process is subject to market sentiments. In case of a risk-off sentiment globally or any negative regulatory news or a market correction, it will delay the process further and keep the pre-IPO investors stuck without an exit route.
5. Post-Issue Listing Lock-In Period for Pre-IPO Investors: According to the SEBI regulations, pre-issue investors purchasing shares within six months of the issue date have to go through the lock-in period for six months after listing. Recent buyers should verify whether they are under lock-in periods post-listing.
6. Potential for Founder Selling: Both founders, Aman Gupta and Sameer Mehta, will sell their shares during the OFS process. This is typical practice during IPOs, but it could adversely affect post-listing sentiments.
7. Liquidity Risks: Unlisted stocks cannot be sold freely. If one wants to sell the share before the IPO process starts, they have to find another buyer in the informal dealer market, which could become difficult, especially if the sentiment surrounding the IPO has weakened.

Boat Unlisted Shares Taxation in India — 2026 Rules

The importance of understanding the taxation of shares that have not been listed cannot be overemphasized. All the rules stated here apply from the FY2025-26 period. For individual cases, you should seek guidance from your tax adviser.

Long-Term Capital Gains (LTCG) — Holding Period > 24 Months

• Tax Rate: 20% (indexed)

• Indexation enables you to adjust your purchase cost for inflation (based on Cost Inflation Index released by the Income Tax Department), resulting in lower taxable capital gain

• For instance, if you buy shares at ₹855 in May 2026 and sell them at ₹1,500 in June 2029 (more than 24 months) – then Long-Term Capital Gains tax with indexation will apply

• However, after the stock is listed, any gain made within 12 months of listing on an exchange may be taxed under STCG (rules of listed stocks come into play after listing)

Short-Term Capital Gains (STCG) — Holding Period ≤ 24 Months

• Tax Rate: Based on your income tax slab (upto 30%+ surcharge+ cess for higher earners)

• This will play an important role in investments which purchase stocks today and sell them in the unlisted segment within a period of two years

• While listed shares earn short term capital gains at a rate of 20%, for unlisted STCG tax rate is based on slab rate

Post-IPO Listing Taxation

• Upon listing and trading through BoAt, the tax treatment changes to that of listed stocks: LTCG (post 12 months from the date of purchase) is taxed at 12.5% above ₹1.25 lakh, while STCG (<12 months) is taxed at 20%

• The 24 months’ rule for unlisted LTCG begins again from the initial purchase date; hence, those who have held BoAt stock for more than 24 months after listing may be eligible for unlisted LTCG taxation

• Note: Securities Transaction Tax (STT) is applicable only to exchange transactions and not off-exchange unlisted trades

Frequently Asked Questions (FAQs)

Question 1 What is the current unlisted stock price of boats?

boAt (Imagine Marketing Ltd.) unlisted stocks are currently priced at Rs. 855 per share, and its 52-week high/low is ₹823/₹1,638 respectively. Price may vary from platform to platform, and the smallest lot size available is 50 shares, which requires a minimum investment of ₹42,750.

Q2. When will the Boat IPO be listed?

The boat IPO has been approved by SEBI, and the validity extends until February 2027. BoAt submitted its latest draft red herring prospectus in October 2025. It is likely to be listed in H2FY26 (that is, Q3-Q4 of calendar 2026), contingent upon market conditions. The Book Running Lead Managers for BoAt's IPO include ICICI Securities, Goldman Sachs, JM Financial, and Nomura.

Q3. Who are the shareholders of BoAt (Imagine Marketing)?

BoAt was co-founded by Aman Gupta and Sameer Mehta in 2013. Among its key investors are Warburg Pincus (Series C lead investor, ₹500 crore in October 2022), South Lake Investment Limited, Fireside Ventures, and Qualcomm Ventures. However, the founders of BoAt have significant shareholdings and are involved in the OFS component of the IPO.

Q4. Is Boat profitable?

Yes. For the first time in two years, Imagine Marketing became profitable during FY25. It recorded a Consolidated PAT of Rs 60 Crores against revenues of Rs 3,097.8 Crores. The net loss seen was Rs 79.7 crores in FY24, while it was Rs 129.5 crores in FY23. EBITDA was reported to be Rs 142 Crores. Profitability has emerged as a significant catalyst in this IPO.

Q5. Can I purchase Boats stock before its IPO?

Yes. Unlisted stocks of boat can be purchased from verified dealers prior to going public through the pre-IPO/unlisted market route. This requires an off-market demat of your stocks. You will need a demat account, proper KYC compliance and funds transfer through NEFT/RTGS methods.

Q6. What is the lowest investment amount for Boat's unlisted stock?

The minimum investment for boat stocks is 50 shares. With the existing stock price of ₹855 per share (as on May 2026), the minimum amount of investment required is around ₹42,750. On some trading platforms, one can invest in the shares with lower minimum amounts (₹10,000 minimum point), while normally 50 shares form a dealer lot.

Q7. Is it a wise idea to invest in Boat before its IPO?

boAt provides investors with an attractive narrative, profitability, and listings timeline, but there exist substantial risks associated with investing in the company: stagnant revenue, poor EBITDA margins (around 4.6%), unclear IPO date, and lock-ins post listing. . Investors should acumulate the stock only after evaluating the public RHP and price band.

Disclaimer:

This is written for educational and informational purposes only. Nothing here constitutes investment advice or a recommendation to buy or sell securities. All data is sourced from publicly available information. Investments in securities markets are subject to market risks — please read all offer documents carefully before investing.