Swiggy Ltd

Swiggy Limited: Trading window closed from October 1, 2026 in connection with the quarter and half-year ended September 30, 2026; will reopen 48 hours after the financial results are declared to the stock exchanges.

Parties involved

• Swiggy Limited and its wholly owned subsidiary Swiggy Networks Limited are selling Lynks Logistics Limited.
• Trustroot Internet Private Limited (TIPL) is the buyer.

Purpose

• Sale of Lynks via share swap, transferring Lynks to TIPL.

Key terms

• SNL transfers 100% Lynks share capital to TIPL.
• TIPL to issue 166,534 Series R CCPS at USD 314.40 per CCPS.
• Completion targeted by October 22, 2026, subject to closing conditions.
• Lynks had nil revenue; net worth ₹11 lakh negative as of 31 Mar 2026.
• The transfer includes SNL selling Lynks to TIPL under SAA and DOA.

Related party status

• Not a related party transaction.

Impact

• Lynks will cease to be a wholly owned subsidiary post-completion.
• Control of Lynks transfers from Swiggy Networks to TIPL.
• No immediate impact on Swiggy revenue; group structure changes.

Other disclosures

• Completion subject to conditions precedent under SAA and DOA.
• Annexure-A contains regulatory disclosures detailing turnover and net worth.

Meeting Details

• 8–9 Sep 2026: Citi's 2026 GEMS Conference; one-on-one/group meetings; physical, New York; purpose: investor meetings.
• 17 Sep 2026: Jefferies 5th India Forum; one-on-one/group meetings; physical, Gurugram; purpose: investor meetings.
• 21 Sep 2026: J.P. Morgan India Conference; one-on-one/group meetings; physical, Mumbai; purpose: investor meetings.

Participants

• Key company participant: Company Secretary & Compliance Officer.

AGM Details

• AGM held on Aug 18, 2026, 3:00–4:10 PM IST via VC/OAVM
• Mode: Video Conference / Other Audio-Visual Means
• Record/cut-off date: Aug 11, 2026
• Remote e-voting window: Aug 14–17, 2026; live webcast available

Key resolutions

• Ordinary—adoption of standalone financial statements, Directors' Report, and Auditors' Report
• Ordinary—adoption of consolidated financial statements and Auditors' Report
• Ordinary—appointment of Ashutosh Sharma, retiring by rotation
• Ordinary—re-classification of authorized share capital and MOA Clause V
• Special—cap of upto 49.50% on aggregate foreign ownership
• Special—deletion of certain provisions of Articles of Association
• Special—alteration of Articles of Association

Voting results

• All resolutions passed with requisite majority
• No material dissent reported

Director changes

• Reappointment by rotation of director: Ashutosh Sharma

Auditor appointments

• No auditor appointments or changes announced

Related party transactions

• No material related party transactions disclosed

Other material approvals

• Cap on foreign ownership approved up to 49.50%
• Alteration of Articles of Association approved
• Deletion of certain provisions of Articles of Association approved

Overview & targets

• Targeting ₹10,000 Cr Adjusted EBITDA by FY31.
• GOV to ~₹2.5 Lakh Cr by FY31, from ₹67,734 Cr in FY26.
• Consolidated GOV CAGR of 30%+ through FY31.
• Consolidated Adjusted EBITDA margin target ~4% of GOV by FY31.
• Cash balance ₹14,400 Cr; debt-free.
• Domestic ownership crossed 50% on 1 July 2026.
• Foreign shareholding cap to 49.5% on 23 July 2026.

Segment highlights

• Food Delivery GOV in Q1 FY27: ₹9,490 Cr; EBITDA run-rate ₹292 Cr.
• Instamart GOV Q1 FY27: ₹7,907 Cr; CM loss −0.2% of GOV.
• Instamart: 1,200+ dark stores; over 14 million monthly users.
• Instamart FY31 GOV target: ₹1.5+ Lakh Cr; 40m+ monthly users.
• Instamart platform Switch: 400 brand partnerships; Noice & Nectr brands.
• Dineout FY26 GOV: ₹4,600 Cr; Adj EBITDA ₹30 Cr.
• Dineout FY31 target GOV: ₹20,000-25,000 Cr; Adj EBITDA ₹1,000 Cr.
• Dineout monthly partners: over 52,000; served in 75 cities.
• EPS FY31 target: ₹30-33.

Business Overview

• Swiggy operates Food Delivery, Instamart, and Dineout OOH in India.
• Strategic focus on Instamart scale, OOH profitability, and Toing affordability.
• Three core businesses form Swiggy's revenue engine; ~150M+ acquired users.

Operational Highlights

• FY26 GOV by segment: Food Delivery 34,593 Cr; Instamart 28,496 Cr; OOH 4,645 Cr.
• Total GOV: ₹67,734 Cr; Adj EBITDA: ₹-2,483 Cr.
• Instamart CM improved 5.4 pp in six quarters.
• Instamart added 46+ categories and 380+ SKUs.
• Toing launched Sep-2025; present in 50 cities.
• Instamart target: ₹1.5+ Lakh Cr GOV by 2031; 40+ mn users.
• Dineout OOH to deliver INR 1,000 Cr Adj EBITDA by FY31.

Financial Performance

• FY26 Adj EBITDA margin: -3.7% overall.
• Food Delivery Adj EBITDA: ₹1,001 Cr; margins improving.
• Quick Commerce Adj EBITDA: ₹-3,512 Cr; investment-heavy.
• Path to profitability: EBITDA breakeven at 2.5x scale; 4pp CM improvement.
• FY31 GOV target: INR 2,50,000 Cr; Adj EBITDA ~₹10,000 Cr.
• Capex per store: ₹2.2-2.5 Cr; asset turns 10.5-12x.
• Balance sheet: ₹14.4K Cr cash; debt-free.

Capital Structure & Liquidity

• Domestic institutional backing; majority domestic shareholding.
• No debt; ample liquidity.

Strategic Outlook & Growth

• Instamart to be INR 1.5+ Lakh Cr GOV by 2031.
• GOV CAGR target: 30%+ through 2031.
• QC market to US$65-70B by 2030-31; 40-45% CAGR.
• Switch/No!ce/Nectr expand exclusive and own-brand assortments.
• AI-driven engines: Guru copilot and SAGE to accelerate decisions.
• IOCC pilot to unlock direct inventory ownership.

Risks & Mitigation

• FY26 Adj EBITDA negative due to investments; profitability depends on scale and CM.
• CM improvements and faster onboarding are key mitigations.

Governance & Leadership

• CEO Sriharsha Majety and CFO Rahul Bothra lead Swiggy.
• Other key executives include CGO Phani Addepalli and CTO Rohit Kapoor.

Meeting Details

• Date: July 30, 2026; earnings conference call, virtual for analysts and investors.
• Time: not disclosed in filing.
• Event: Swiggy Limited Q1 FY27 Earnings Conference Call.
• Recording available for the session.

Participants

• Key participants: MD & Group CEO; Group CFO; CEO, Food Marketplace; General Manager, Investor Relations.

Purpose

• Purpose: earnings results discussion and investor interaction.

Additional Notes

• Transcript published and hosted on the Swiggy investor relations site.
• Information pack available in the investor relations section.
• Conference recording is available.

Resignation of Instamart CEO

• Amitesh Kumar Jha resigns as Instamart CEO and ceases SMP, effective July 28, 2026, to pursue other opportunities.

Appointment of Instamart CEO

• Nandita Sinha appointed CEO – Instamart, categorized as SMP from August 3, 2026.
• Profile: ex-Myntra CEO with over 20 years in consumer internet, including Flipkart, Britannia, HUL.
• Reason: to lead Instamart's next phase of growth.