Spencers Retail Ltd

Spencer's Retail Limited: Trading Window closed from Thursday, October 1, 2026 till the expiry of 48 hours after the declaration of Unaudited Financial Results of the Company for the 2nd quarter and half year ending on September 30, 2026 pertaining to the Financial Year 2026-27.

AGM Details

• Ninth AGM held Sept 11, 2026 via VC/OAVM, 3:00–3:45 PM IST.

Resolutions

• Ordinary: Adoption of standalone and consolidated financial statements and reports of the Board and Auditors.
• Ordinary: Re-appointment of Mr. Anuj Singh by rotation.
• Special: Increase in borrowing limits up to Rs. 350 crore.
• Special: Creation of charge on movable and immovable assets up to Rs. 450 crore.
• Voting: E-voting results to be announced within two working days.

Financial Performance

• Consolidated Q1 FY27 revenue Rs 469 cr, up 13% YoY.
• QoQ growth 8% vs Q4 FY26.
• Gross margins Rs 93 cr consolidated; LY Rs 86 cr.
• EBITDA Rs 9.4 cr, 2% of sales; LY Rs 4.7 cr (1%).
• Online growth 49% YoY; offline growth 14%.
• Spencer's SPSF Rs 1,850; target Rs 2,000 in festive quarter.
• Membership: 125k+ members, ~25% of active base; ~1/3 of monthly sales.
• ABV online ~Rs 780+; margins aligned; repeat rate ~67%; NPS 85+.
• Delivery: on-time under 30 min; in-full >90%.
• Nature's Basket Q1 sales Rs 59 cr; Q4 Rs 55 cr.
• NB EBITDA -Rs 2.5 cr; Q4 -Rs 4.5 cr.
• Consolidated PBT negative Rs 60 cr vs Rs 66 cr LY in Q4.
• Total debt Rs 1,266 cr consolidated; SRL Rs 1,019 cr; NBL Rs 237 cr.
• Debt refinancing process started; expected closure this month.

Operating Update

• Spencer's online growth near 49%; offline 14% growth; driven by retention.
• SPSF target remains 2,000; current 1,850 per sq ft.
• Membership program: 125k+ members; 25% of active base; drives repeat purchases.
• Online unit-order economics turned positive; from negative to positive per order.
• Repeat rate ~67%; NPS 85+; on-time delivery ~30 minutes; in-full >90%.

Balance Sheet and Cash Flow

• Total debt Rs 1,266 cr consolidated; SRL Rs 1,019 cr; NBL Rs 237 cr.
• Debt refinancing process started; expected closure within the month.

Projects and Capex

• No new Spencer's stores planned this fiscal; relocations and a couple of openings within clusters.
• Kolkata suburban store launched; expansion to be calibrated, not a.Number target disclosed.
• NB capex: refurbishing stores; limited capex; online focus to grow.

Outlook and Guidance

• FY27 outlook: sustain growth momentum; disciplined working capital and inventory optimization.
• Online growth guidance: around 25% full-year for online business.
• Store EBITDA target: 7.5%–8% for Spencer's stores.
• FY28: calibrated expansion plan after achieving targets; no aggressive openings this year.
• NB: no new stores; refurbish existing; scale online presence.

Q&A Summary

• Growth drivers: higher number of bills and ABV; online 49%, offline 14%; across channels.
• NB turnaround KPIs: sales per sq ft, rupee gross margin, cost control; focus on staples and fresh.
• Q-commerce pilots: not pursued; online growth requires inventory and availability first.
• Gourmet listings with Blinkit/Flipkart unlikely due to margin sharing; no quick wins.
• Debt refinancing progress: process started; completion expected within month.
• Spencer's expansion: no new stores this year; Kolkata store opened; calibrated approach for FY28.

AGM Details

• Ninth AGM scheduled for 11 September 2026 at 3:00 PM IST.
• Mode: Video Conferencing / Other Audio-Visual Means; deemed venue: registered office.
• Cut-off date for voting eligibility fixed at 4 September 2026.

Key Resolutions

• Ordinary: adoption of standalone and consolidated financial statements for FY2025-26.
• Ordinary: re-appointment of Mr Anuj Singh as Director, liable to retire by rotation.
• Special: increase in borrowing limits to Rs 1,350 Crores.
• Special: creation of charge on movable/immovable assets to secure borrowings up to Rs 1,700 Crores.
• ESOP: 1,20,000 options granted; 2,49,000 additional options approved post-year.

Voting Results

• MD/CEO re-appointment approved via postal ballot with 99.99% in favour.
• Outcomes for other resolutions are not disclosed in this filing.

Dividend

• Dividend: no dividend recommended for FY2025-26 due to accumulated losses.

Directors & KMP Changes

• CFO change: Manjir Basu appointed CFO w.e.f. 19 Sep 2025.
• MD/CEO Anuj Singh to be re-appointed for three years from 22 Mar 2026.

Auditor Appointments

• Statutory auditors: S.R. Batliboi & Co. LLP; second five-year term 2025–30.
• Secretarial auditors: Manoj Shaw & Co.; five-year term 2025–30.

Material Related Party Transactions

• Related party transactions were in the ordinary course and at arm’s length; no material RPTs disclosed.

Other Material Approvals

• ESOP details: 1,20,000 options granted; 2,49,000 additional options approved post-year.
• Certificate confirming ESOP implementation to be placed at the ensuing AGM.

Meeting Details

• Date of call: August 13, 2026.
• Type and mode: earnings conference call (group) with audio recording.
• Event/organiser: Spencer's Retail Limited.
• Key company participant: Company Secretary & Compliance Officer.
• Purpose: discuss unaudited standalone and consolidated Q1 results (June 30, 2026).
• Recording availability: audio recording posted on company site.

Financial performance

• Q1 FY27 revenue ₹469.5 Cr, YoY +13%, QoQ +8%.
• Gross margin ₹92.8 Cr, 19.8%.
• EBITDA ₹9.4 Cr; 2.0% margin; improved vs LY.
• PBT ₹-60.5 Cr; PAT ₹-60.4 Cr.

Operational highlights

• Online business grew 50% with profitability at unit level.
• Offline sales grew 14% with improved retention and frequency.
• Spencer's standalone EBITDA ₹18 Cr, margin 4.4%.

Group footprint & drivers

• Footprint: 131 stores across 27 cities; ~10.34 lakh sq ft area.

Outlook & strategy

• Momentum expected to continue; focus on same-store growth and higher sales per sq ft.
• Operational efficiency and cost controls prioritized to improve margins.

Standalone financials

• Standalone revenue from operations: Rs 40,793.52 lakhs.
• Standalone total income: Rs 40,909.69 lakhs.
• Standalone loss after tax: Rs -3,402.82 lakhs.
• Standalone EPS (basic & diluted): Rs -3.78.
• Board approved unaudited standalone results for quarter ended 30 Jun 2026.
• One business segment: organised retail.

Consolidated financials

• Consolidated revenue from operations: Rs 46,947.33 lakhs.
• Consolidated total income: Rs 47,128.68 lakhs.
• Consolidated loss after tax: Rs -6,044.88 lakhs.
• Consolidated EPS (basic & diluted): Rs -6.71.
• Board approved unaudited consolidated results for quarter ended 30 Jun 2026.

Liquidity & going concern

• Standalone liabilities exceed assets by Rs 73,052.64 lakhs.
• Group liabilities exceed assets by Rs 99,876.94 lakhs.
• Promoter/credit support available; going concern basis maintained.
• Cost reduction initiatives launched.

Board action & notes

• Board meeting held August 13, 2026; results placed with annexure.
• Audit Committee reviewed results; limited review by statutory auditors.