Zaggle Prepaid Ocean Services Ltd

Financial Performance

• Q1 FY27 consolidated revenue INR423 crores; up 28% YoY.
• Stand-alone revenue INR390 crores; up 18% YoY.
• Adjusted EBITDA INR34.7 crores; margin ~8.2% vs 10.1% prior year.
• Consolidated cost base up ~25% vs Q4 FY26; DICE onboarding costs contributed.
• DICE: costs booked in Q1; revenue to start July 1 (Q2 FY27); 100 AI staff relocated.
• Unobanc investment around INR8 crores; AD Category II enables cross-border payments.
• DICE asset purchase ~INR68 crores (ex GST); INR55 crores optimization from INR123 crores.
• SaaS platform fees INR12.5 crores; Program fees INR160 crores; Propel points INR251 crores.
• Cash back as % of program fees 66.3% in Q1 FY27; 69% Q4 FY26.

Operations and Key Programs

• 86400: Revenue INR22 crores; YoY 29%; EBITDA INR8.8 crores; YoY EBITDA growth 214%.
• 86400 partnerships: LankaPay, Union Bank of India, Maharashtra State Co-Op Bank; Bharat Bill payments.
• 86400: processed over 2 crores transactions.
• GreenEdge: Revenue INR44 crores; EBITDA INR4.3 crores; growth 160% / 66%.
• TaxSpanner: Revenue INR80 lakhs; YoY 65%; breakeven in FY27; B2B growth ~120%.
• DICE integration: majority complete; final bits by Aug 31/Sep 10; payments revenue from Q2.
• ADGM subsidiary to open in Q2 FY27.
• AI investments across Save, Zoyer, Propel; internal cost reductions; payoffs expected.

Investments and Acquisitions

• Zagg.Money updates: annualized cards ~84,000; 2.3x growth from prior period.
• DICE integration: 85+ clients novated; 100 AI staff relocated; revenue from DICE starts Q2.
• Zagg.Money: ongoing twin co-brand card with Punjab National Bank; biodegradable plastic.
• AU Small Finance Bank on Visa and RuPay; rewards features for consumers.
• MDR policy tailwinds: amendments favorable for high-value merchant transactions.

AI Initiatives and International Expansion

• International expansion: ADGM, Abu Dhabi Global Markets; subsidiary opening in Q2 FY27.
• AI roadmap: Zaggle Brain (Project Shiva); patent plans; AI across Save, Zoyer, Propel.
• Around 4 million users actively use Zaggle-powered cards; 4,000+ customers served.
• 4 million+ user base; cross-sell across Save and Zoyer; cross-sell wins with Campus Activewear, Quest Corp.

Q&A Highlights

• Guidance reaffirmed: 40% consolidated revenue growth for FY27.
• DICE revenue to start in Q2; full novation by Q3; payments revenue contingent on integration.
• Long-term EBITDA target 14–15% over 5–7 years; near-term margin ~8.2% in Q1 FY27.
• Capex policy under review; some costs expensed now pending audit decisions.
• Promoter stock purchases: INR5 crores previously; will continue as liquidity allows.
• Cash flow focus: improvements expected in H2 as cash conversion actions mature.

Tax appeal update

• Appeal against the Section 156 demand for AY 2022-23 has been dismissed by order dated August 14, 2026.
• The company intends to pursue an appeal before the appropriate appellate authority.

IPO – Issue overview

• Type: IPO of equity shares; main objects include customer acquisition and retention, tech development, debt repayment, GCP.
• Total issue size and net proceeds: revision observed; no undersubscription.
• Main use objectives: debt repayment, capex/working capital, acquisitions, general corporate purposes.

IPO – Utilisation of Proceeds

• Utilisation overall: aligned with objects but delays; excess GCP used without approvals.
• Deviation: excess GCP utilisation without requisite approvals.
• Delays observed in multiple objects; GCP delay cited; no reasons provided.
• Means of finance unchanged; no change versus offer document.
• CACR and tech development: fully utilised; borrowings: repaid.
• GCP usage: utilised via vendor payments; board approval for revision not received.
• Unutilised funds status: no residual funds for existing objects; approvals pending for GCP.

QIP – Issue overview

• Type: Qualified Institutional Placement; objects include SAISPL acquisitions and general corporate purposes (GCP).
• Nil deviation from disclosed objects per MA report.
• Means of finance: unchanged.
• Approval status: not applicable for deviations; approvals per placement documents.
• Major objects: SAISPL acquisitions; general corporate purposes.

QIP – Utilisation of Proceeds

• Progress: SAISPL acquisitions partially utilised; funds transferred to current account with inter-account movements.
• Borrowings repayment: fully utilized.
• GCP: partial utilisation; remaining funds held in deposits for later deployment.
• Total unutilised proceeds: sizable balance; funds placed in fixed deposits and MA account.
• Delay: SAISPL acquisitions ongoing; no major delays reported.

Governance & Compliance

• IPO approvals: board approval obtained for GCP revision; approvals for excess GCP not yet received.
• QIP approvals: not applicable; no material deviations.
• Material events: GCP overrun and fund commingling flagged; delays in utilization.
• Regulatory/statutory issues: no explicit issues noted; MA notes reliance on management certificates and bank statements.

Meeting details

• Date and time: August 14, 2026 at 05:30 PM IST.
• Type and mode: earnings call; audio recording (online access).
• Organizer: Zaggle Prepaid Ocean Services Limited.
• Key participants: Company Secretary and Compliance Officer.
• Purpose: discuss Q1 FY26-27 operational and financial performance.
• Availability: audio recording uploaded on the company's website.

Meeting Details

• Date: August 14, 2026
• Time: not disclosed
• Type: investor presentation
• Mode: not specified

Participants

• Managing Director and Chief Executive Officer
• Founder and Executive Chairman
• Chief Financial Officer
• Deputy Chief Financial Officer
• Company Secretary & Compliance Officer

Purpose

• Earnings presentation for the quarter ended June 30, 2026.

Availability

• Presentation uploaded on company website.

Financial highlights

• Revenue from operations ₹4,232.7 million, up 27.5% YoY.
• Adjusted EBITDA ₹347.4 million with 8.2% margin.
• PAT ₹175.3 million; PAT margin 4.1% (down YoY 32.9%).
• ESOP cost ₹4.1 million.
• Adjusted PBT ₹261.6 million; includes associate share.
• Dice acquisition one-time costs affecting EBITDA; revenue timing deferred to Q2FY27.

Strategic and operational developments

• ₹80 million invested in Unobanc Private Limited completed.
• Dice acquisition adds enterprise clients and accelerates AI roadmap.
• Zagg.Money acquisition added costs; integration underway.
• Total clients include Hindalco, Bajaj, Trident, IDFC First Bank, Lenskart.
• International expansion and platform scale to support growth.

Financial results approved

• Standalone and Consolidated unaudited results for quarter ended 30 June 2026 approved; Limited Review Reports attached.
• Results prepared under Ind AS 34; reviewed by Audit Committee and approved by Board.

Capital actions and acquisitions

• Asset Purchase from Dice Enterprises Private Limited valued at approximately Rs 679.00 million; transaction in progress.
• Approved up to Rs 79.70 million for up to 19.9% equity in Unobanc Private Limited.
• QIP proceeds utilised: Rs 2,277.06 million used; Rs 3,464.31 million remain invested.

Auditor/regulatory disclosures

• Auditors' limited review attached; no material misstatement identified.
• Disclosure under SEBI LODR Regulations 30 and 33 included.

ESOP grant details

• Grant of 2,50,000 Zaggle ESOP 2022 stock options approved.
• Exercise price fixed at ₹151 per option (25% discount to Aug 13, 2026 close).
• Exercise window from vesting date for up to ten years.
• Administration by Nomination and Remuneration Committee; terms per Grant Letter.
• Rights to adjust for corporate actions as per Zaggle ESOP 2022.
• Equity shares issued on exercise not subject to lock-in.
• Regulatory compliance: scheme conforms to SEBI SBEB Regulations 2021.
• Meeting time of committee: Aug 14, 2026, 12:45–13:15 IST.

Meeting Details

• Earnings Call for Q1FY27 on Friday, 14 August 2026 at 5:30 PM IST.
• Mode: virtual group call; pre-registration and dial-in options available.
• Event: Zaggle Q1FY27 Earnings Call (organiser: Zaggle Prepaid Ocean Services Limited).

Participants

• Founder & Executive Chairman to participate.
• Managing Director & CEO to participate.
• Group CFO to participate.
• Deputy CFO to participate.

Purpose

• Discuss operational and financial performance for Q1FY27 (quarter ended June 30, 2026).

Meeting Details

• Date: August 14, 2026; Time and location not disclosed.

Key Agenda Items

• Consider and approve Standalone and Consolidated Unaudited Financial Results for quarter ended June 30, 2026.

Other Notes

• Trading window closed July 1, 2026 to 48 hours after results; remains closed till August 16, 2026.