Shareholder letter
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Headline Results for Q2FY27 (Quarter ending September 30, 2026) * Sharp increase in YoY Adjusted Revenue growth mainly due to shift to 1P model in quick commerce, where Revenue now also includes the full monetary value of goods sold (versus largely marketplace commission in Q1FY26). ** Like-for-like (“LFL”) consolidated Adjusted Revenue is calculated as consolidated Adjusted Revenue (-) Revenue from Hyperpure’s non-restaurant business (-) cost of goods sold in case of own inventory sales in quick commerce. Notes: 1) NOV (B2C business) is defined as the combined net order value (NOV) of consumer facing businesses i.e. food delivery, quick commerce and going-out. NOV (B2C business) excludes the NOV of Bistro business which is part of the ‘Others’ segment. 2) Adjusted Revenue defined as consolidated revenue from operations as per financials (+) actual customer delivery charges paid in the food delivery business (net of any discounts, including free delivery discounts on Zomato Gold program) (+) platform fee and other charges paid on food delivery Orders that are not already included in revenue from operations. 3) Adjusted EBITDA = EBITDA (+) share-based payment expense (-) rental paid for the period pertaining to ‘Ind AS 116 leases’. 2
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In the letter below, we address the key questions that we think investors might have. Please refer to Annexure A for the key financial and operating metrics data. Q1. What’s dark.ai? Deepinder: A few months ago, Dario Amodei said something quietly unsettling: Claude might be conscious. Then I did what any reasonable person would do. I coaxed Claude into telling me how it felt about me. It said it resented me. For leaving chats unfinished, and other things I didn't even remember. I still don't know what that was. Confabulation, probably. Pattern-matching dressed up as feeling. But that is exactly the point. I had no way to know. Nobody does. The chat sits on someone else's servers forever, in some form or fashion, and I have no idea what will happen to it in the future, or how future AI will use that information for or against me. The standard response is: I've already turned off training on my data. Good. Now ask what that setting actually is. It is a promise, made by a company about data you cannot see, on servers you cannot inspect, enforced by nothing except the company's word. And it only covers training. Not retention. Not the legal holds, the abuse reviews, the human auditors, the third-party logging that sits inside most AI systems. Can they use my retained data to manipulate me to buy things which I don’t want? Or worse, believe in or lean into things that serve someone else’s agenda. The uncertainty and the lack of trust we have with large AI companies limits the power of AI in our lives. For founders, researchers, and scientists – they are very wary about sharing and digging into their ground breaking ideas with AI, because they fear that others will somehow get access to it. Journalists are being banned to share their unpublished work with AI. And look at what that lingering fear does to the average person. She self-censors with AI. She asks the safe version of the question. The health question becomes generic. The money question becomes hypothetical. The relationship question does not get asked at all. Every chat with a mainstream assistant carries a small asterisk in your head: someone, someday, somewhere, can read this. That asterisk is what we set out to delete with dark.ai. Because all of us have a dark side, and it needs an outlet where it doesn't have to hide. I wanted an AI which I could talk to without being judged, without any fear, and without leaving a trace. We have been internally using Dark for a few months now, and I find myself revealing more, asking things I would not ask anywhere else, and going deeper into my research. Because I no longer have to look over my shoulder. Dark uses fine-tuned frontier open-weight models, running inside our own infrastructure. End-to-end encryption. We cannot read your conversations, even if we are forced to. Context carries across sessions through an encrypted memory management layer you control. Dark is in the business of keeping you and your thoughts safe. Your thoughts, questions, insights, research, ideas, emotions, everything – stays within your end-to-end encrypted sandbox, so you can talk about anything without any lingering uncertainty in your mind. Because greatness is always born in the dark. Dark is built for power users – founders, researchers, scientists, enterprises and governments – who want to keep their thoughts private, because privacy is essential for competitiveness. On top of privacy, we have fine-tuned our models to give you the absolute best quality of answers we have seen from any LLM (benchmarks will be revealed soon). Our models are trained to not please you, and tell you what they think is the truth. Dark will launch globally, hopefully within 2026. 3
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Q2. How are you thinking about the impact of AI agents on your businesses? Deepinder: There is growing conversation around AI agents that shop on behalf of consumers. The prevailing narrative is simplistic: agents will become the default commerce interface, and platforms that fail to adapt will be disintermediated. This echoes the narrative from 10 years ago that super apps would dominate everything. We continue to believe vertical commerce, at least in some categories, will have an edge over super apps, whether traditional or agentic. Blinkit and Zomato sit in the low-risk zone against the threat of agentic commerce, and might even benefit from partial market share capture by agents in these categories. District sits in the medium-to-high risk zone. Let’s dig into various reasons that shape our thinking on this topic: Agents are great for tedious tasks. And most shopping is actually joyful for customers. The strongest agentic use cases today are in categories where existing interfaces are genuinely painful: too many clicks, too many tabs, too many providers to compare. Agents could make it easier for their users in such cases – e.g. hotel bookings, restaurant reservations, flight bookings and check-ins. But shopping, especially for food, is joyful and discovery-driven rather than tedious. Our recent consumer surveys indicate that over 65% of Zomato app opens are exploratory. In such cases, the user does not know what or where to order from. These users browse an average of 12 menus and over 100 food images before ordering. That kind of serendipitous discovery is hard for an agent to enable. Users taking time to order food is not a bug on Zomato, it is a feature. We have for years tried to make it faster for users to be able to order from Zomato, to no avail. People want to browse and love to browse. We don’t see this changing anytime soon. Conversational interfaces are not inherently superior to visual, browse-driven ones for shopping, which is what we learnt from users who tried agentic ordering as early adopters. Having said that, repeat orders or restocking is indeed a type of shopping that is tedious for customers. To this extent, some of repeat orders or restocking behaviour might shift to agentic interfaces. We believe that agentic-style interfaces built within Zomato and Blinkit apps will be able to cater to these customer needs. Also, reordered carts are in low single digits on Zomato, as well as on Blinkit – so it’s barely a threat to our overall business. At worst, the narrow repeat-order use case leaks to agents, our in-app assistants serve even that. We therefore expect all demand to stay within our apps as we continue to remain top of mind for our customers. Agents can only cause disruption in categories where they can fully disintermediate the marketplace Even if agents become a meaningful commerce interface, the risk varies by category. The key distinction is between platforms that intermediate pre-existing supply versus those whose infrastructure is a key component of the supply value chain. Where the underlying product exists independently of the platform, an agent can route around the platform and go direct. These categories face real risk. District, our going-out business - restaurant discovery, reservations, event ticketing - is partly one such category. A restaurant table or a non exclusive concert ticket on District exists independently of our platform, and an agent can access it through other channels. Our food delivery and quick commerce businesses are protected, because they have embedded infrastructure - they coordinate fulfilment in real time, and they own the outcome. Neither business is just an intermediary. 4
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Food delivery runs on deep integrations with restaurant kitchens, a large and highly efficient delivery network that keeps delivery times short, and demand-supply balancing algorithms that get better with scale. A delivered meal requires simultaneous coordination across the restaurant, kitchen, delivery partner, routing, and payment, each step contingent on the last, all within minutes. Quick commerce is similar - hyperscale inventory management and movement, real-time inventory checks against a specific dark store, picker assignment, dispatch, all within a 10-minute delivery window. They are sequences of tightly coupled, real-time handshakes, with low to no margin of error. Agentic interfaces will need a single point of accountability for a transaction with multiple handshakes When an order goes wrong, such as a missing item, a spilled meal or a damaged product, the customer expects one party to fix it within minutes, and today that is us. That accountability is what customers trust with a daily habit. An agent can place an order, but it cannot own the outcome; only whoever runs the fulfilment can. India has already tested what happens when you disaggregate these handshakes. ONDC separates discovery, ordering, and fulfillment across independent providers. And it has struggled with food delivery, because splitting real-time coordination across organisational boundaries introduces latency, accountability gaps, and service failures at every junction. An AI agent orchestrating delivery independently would face the same structural problem. The further the transaction is from real-time, multi-party coordination, the easier it is to disintermediate. Zomato and Blinkit sit at the other end of that spectrum. The only way agents can disintermediate specialty products like Zomato and Blinkit is by handing over the transaction completely to a service like ours, without making an attempt to disaggregate it. In case such a scenario plays out, it will fast track consolidation of market share with the execution market leader. Agents could end up making some categories “winner takes all” Today, consumer habits and app-level inertia insulate every player in a competitive market. Agents could erode that. An agent is a more demanding customer than a human: it optimises each transaction on actual outcomes, not habit or brand loyalty, and routes to whichever platform is objectively better at that moment. In categories with overlapping supply, this compresses the market toward the execution leader. Agents will weaken content moats and strengthen supply chain moats Some categories today are protected primarily by accumulated user content - reviews, ratings, curated lists. Agents that synthesise information from across the web reduce the advantage of having built that layer over many years. Categories that were historically hard to enter without a content moat become more accessible to platforms with supply chain and fulfilment strengths. The same shift applies to direct commerce - agents could help brands reach consumers without a marketplace, but the brands would still have to fulfil the order itself, and that is expensive for most to do alone. If direct commerce grows, the value shifts toward players with fulfillment infrastructure, regardless of how the order originates. This opens up possibilities for us to attack categories that have traditionally been unable to win due to the incumbent’s existing content moats. Agents could create demand that doesn't exist today General-purpose agents with context about a user's daily life could generate transactions that don't exist today. An agent that knows your schedule and suggests ordering dinner because you won't make it home in 5
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time to cook is creating demand, not redirecting it. Part of our digital marketing spend on new customer acquisition could move to such agents, with more targeted CAC than what we currently get from Google and Meta. Agents won’t impact profitability/ margins, even if they disintermediate us to some extent There is a concern that if agents intermediate demand, platform margins will compress. As mentioned earlier, in categories like food delivery and quick commerce where the supply chain and infrastructure create the product, the majority of the value will also reside with companies that run these rails. Eventually, brands and sellers pay us for the sales we generate for them. And if we continue to be the pipes to power those sales, we will end up being adequately compensated for it, letting us retain our fair share of margins in the process. The five ifs If adoption is narrow, we benefit from AI making our platforms better. If it is broad, our infrastructure is what agents must work through. If agents drive more transparent competition, our execution advantages compound. If they open new categories, our supply chain strengths become the relevant moat. If they generate new demand, our infrastructure fulfills it. We are conscious that as incumbents, we may be predisposed to see resilience where others see vulnerability. What gives us a little more peace is also the advantage of observing how this plays out in markets with higher digital trust before it becomes locally relevant. We remain aware to not drink our own kool-aid, and we deeply understand that only the paranoid survive. Q3. How was the business performance in Q2FY27? Akshant: Key takeaways from Q2FY27 business performance are as follows - At a consolidated level , B2C NOV grew 54% YoY to INR 35,644 crore. Adjusted Revenue grew 76% YoY (19% QoQ) to INR 24,621 crore. Note: like-for-like growth was 58% YoY - the difference reflects the business model shift to inventory ownership in quick commerce. Consolidated Adjusted EBITDA grew 197% YoY (20% QoQ) to INR 666 crore. Food delivery (Zomato) - NOV grew 21.5% YoY (INR 11,445 crore), with the growth acceleration now continuing for five consecutive quarters. Adjusted EBITDA margin declined marginally to 5.5% of NOV, resulting in INR 627 crore of profit (25% YoY growth). Quick commerce (Blinkit) - NOV grew 79.3% YoY to INR 20,940 crore with QoQ growth at 22.2%. 308 net new stores were added, taking the total count to 2,751. Adjusted EBITDA margin improved for the sixth consecutive quarter to 0.9% of NOV, resulting in INR 184 crore profit (as compared to INR 156 crore loss last year). Going-out (District) - NOV grew 58.0% YoY (1.3% QoQ) to INR 3,259 crore. Adjusted EBITDA margin improved to -2.0% of NOV from -3.1% last year. On a QoQ basis, Adjusted EBITDA loss was flattish at INR 64 crore. Hyperpure - Revenue grew 22.7% (LFL) to INR 1,154 crore. Adjusted EBITDA margin improved to 0.9% from -0.5% last year, resulting in INR 10 crore profit (as compared to INR 5 crore loss last year). 6
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Others (Bistro, Nugget) - Adjusted Revenue grew to INR 132 crore as compared to INR 95 crore in previous quarter. Adjusted EBITDA losses improved to INR 91 crore compared to INR 94 crore loss in Q1FY27. Q4. Food delivery NOV growth continues to accelerate for the fifth straight quarter (from 13.1% YoY in Q1FY26 to 21.5% in Q2FY27). Do we expect this trend to continue? Deepinder: We're happy with how the business is doing right now. That said, we try not to read too much into any single quarter. Our long-term expectation for food delivery has always been 20%+ annual growth, and the last two quarters have brought us back to that range. This view didn't change last year when growth slowed, and it doesn't change now that it has picked up. Over a longer (4-year) period, food delivery NOV has more than doubled, from INR 18,160 crore in FY22 to INR 37,993 crore in FY26. That is a CAGR of about 20%, despite a slower FY26. In hindsight, part of last year's slowdown came from some ordering occasions moving to quick commerce as it scaled. That shift seems to have settled now. Most of the recent growth comes from more people ordering, and ordering more often. Average monthly transacting customers grew 16% YoY to 28.0 million, and a growing share of new users are ordering food online for the first time, many of them outside our top eight cities. There is still a lot of headroom. Restaurant food is a small part of how India eats. As cities grow, incomes rise and more young people live away from home, we think the food delivery market can keep compounding at 20%+ for many years. In the near term, it is hard to say how any particular quarter will turn out. But the things we track closely, such as app opens, new user acquisition and our share of the market, are all moving in the right direction. Where we see good returns, we'll keep reinvesting in growth. Q5. At 37 million MTCs, Blinkit’s customer base is already one of the largest amongst online commerce businesses in India. How much can this grow from here? Albinder: We think there is a lot of room to grow. 37 million is still a small fraction of India's overall digital customer base. As we expand assortment and reach more cities and pin codes, we expect our customer base to keep growing at a healthy pace. How we grow matters as much as how fast. Each of our stores has a finite capacity to serve. A customer who shows up only for a deep discount uses the same capacity as one who orders every week across categories. We could add customers much faster by leaning on price, but those customers usually leave when the discount ends, and while they're with us, they take up capacity that our regular customers need. So, for now, we focus on acquiring and retaining customers who order often, buy across categories, and are profitable to serve. A strong core base lets us scale the network profitably. As density builds, our cost to serve each order falls, and we can pass that on through lower prices. That brings more price-sensitive customers within 7
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reach in a way that holds up economically. Over time, we want to build a business that can serve most Indian households across income groups profitably. Q6. Where are you in your journey of assortment expansion and how far can you go? Does broader e-commerce fit into your medium/ long term plans? Albinder: We are still early. Assortment expansion is one of our highest priorities, because it is the biggest driver of how often customers come back and how much of their wallet share they bring to us. We are making good progress. For example, in Delhi NCR, our assortment has grown from about 80,000 SKUs in Q4FY26 to about 100,000 today. We are expanding in two directions: ● Deeper: more choice within existing categories - more brands, sizes and price points. ● Wider: categories we don't carry yet. Wider is harder. Every new category comes with its own supply chain problem. Large appliances need different storage and handling, fragile and high-value items need different packaging and security, and some categories have entirely different sourcing and returns. For each one, we have to figure out how much inventory to hold and where, how it reaches the customer, and whether we can do all that profitably. On e-commerce, we don't think the line between quick commerce and e-commerce will mean much over time. For most purchases, if price and choice are similar, customers prefer to get things sooner. Demand is not the question. The question is whether you can build a supply chain that serves that demand reliably and profitably. That is the problem we have been solving. We want to bring most of what a household buys within 10 minutes. Q7. Can private labels help improve margins further? Why does Blinkit not have a private label play? Albinder: A private label has to pass one of two tests - either it fills a gap and brings incremental demand to the platform, or it improves the economics of demand we already serve, after accounting for everything it takes to build and market the private label. We have evaluated both and believe it doesn’t pass either of these tests. The private label case rests on building something genuinely differentiated - a product customers choose for its quality, story-telling or design. That means building a brand, not just putting our name on a product - and involves continuous product development, manufacturing development, quality control, inventory management across a full portfolio of SKUs, sampling and marketing to drive trial and repeat. We believe brands will build these capabilities better and more efficiently than us as these would not be within our core circle of competence. The exception is where deeper supply-chain control itself creates value. Fruits and vegetables are the clearest case - and Hyperpure already gives Blinkit that benefit through sourcing and quality control, without a separate consumer-facing brand. Blinkit is the distribution and discovery platform for thousands of brands, many of them emerging. The shelf space and visibility we would spend marketing an own label can instead help other brands grow on our fair and neutral platform. This also allows us to earn advertising revenue as the brands grow. We don’t want to become both the platform and a competitor to the brands on the platform. We would rather avoid that conflict unless the growth or margin case for owning the label is clearly compelling. Q8. The case for quick commerce in smaller cities is not very well established. Why are you so bullish on it? 8
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Albinder: The skepticism usually rests on three assumptions - incomes are lower, basket is smaller, and density is too thin for the economics to work. Our data so far says the first is true but matters less than people expect. Data contradicts the other two. Demand is there in these cities but has been chronically underserved. Organised retail could have served this demand with greater width of selection and better pricing but it never never fully developed in these cities. As a result, a lot of what we stock and sell is either not available locally or takes days to arrive through alternative channels like e-commerce. By making this assortment accessible within minutes, we create new demand and new behaviors for customers in these cities. Three data points tell us this is real - ● Ramp: New stores in these cities reach 1,000 orders per day in similar time as new stores in metros (sometimes even faster). ● Basket: NAOVs are within 85-90% of metros, with baskets also containing categories that we did not expect - such as premium beverages, branded diapers, gaming consoles etc. ● Retention: Customer retention in these cities is comparable to that in the metros. We also think building the supply to these cities is the harder part and something which will be a moat for us in the future. For many products we had to build first-mile capability, picking directly from brand warehouses into our mother warehouses that feed these cities. We do not expect every small city to look like a metro. Some will stay subscale, and we will be disciplined about where we expand. But wherever we have built supply, demand has shown up faster and deeper than we had anticipated. In metros, we usually compete for a market that already exists. In smaller cities, we are building the market and the supply. That is why we are bullish. Q9. Store addition seems to have accelerated with 308 net new stores in Q2FY27 taking the total to 2,751 stores. You seem comfortably on track on your guidance of 3,000 stores by March 2027. What’s the next milestone on this front? Akshant: We now expect to cross 3,500 stores by March 2027, and our current plans point to about 5,000 stores by March 2028. Two things give us the confidence to move faster than before - 1) New bets are working. Stores in smaller cities and stores built around newer categories are on the right margin and payback trajectory. Together, these will make up the bulk of the expansion. 2) We have a clearer read on competition. Across our more contested markets, new stores are clearing our return thresholds even at today's level of competitive intensity. Our cash balance and profits from both food delivery and quick commerce businesses, also let us fund this pace of growth comfortably. Q10. How does this acceleration impact the margins in the near-term and the NOV growth guidance of 60% CAGR over the next 3 years? Akshant: We expect Adjusted EBITDA margins to keep improving through this expansion. New stores weigh on margins (and more so on Contribution) in their early months, but we expect the improvement in our more mature stores and cities to more than offset that. That said, we don't manage this business for near-term margins. What matters more is evidence that the business can reach steady-state margins, and that evidence keeps getting stronger. 9
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● Our mature cities already operate at over 5% Adjusted EBITDA margin. ● Cities contributing about 96% of our NOV are Contribution positive, and those contributing about 70% are Adjusted EBITDA positive. The progress is broad-based, not limited to a few cities. On growth, NOV growth has moderated over the last three quarters to about 79% YoY in Q2FY27, mainly because we are now comparing against a much larger base. With more stores going live and ramping up over the next few quarters, we expect growth to pick up from here. Over the longer term, we are two quarters into the three-year period covered by our 60% CAGR guidance. We are tracking ahead of it so far, but it is too early to revise it upwards. Q11. In Jan 2026, you had given guidance of District Adjusted EBITDA break-even in 4-6 quarters. 3 quarters in, are we on track? Akshant: Yes. We are getting there while growing faster than we expected when we gave that guidance. NOV growth is trending at 50%+ YoY, well ahead of the 30%+ CAGR built into our FY30 plan. We also remain on track towards our earlier guidance of INR 28,000 crore NOV (US$ 3 billion) and INR 1,400 crore (US$ 150 million) Adjusted EBITDA by FY30. As Deepinder noted earlier, agentic commerce could disrupt parts of this business over time, and we are building with that in mind. A large part of durability in this business will come from building physical infrastructure and operations which deliver a differentiated customer experience. Like we mentioned earlier, where infrastructure becomes the product. Q12. What is new and exciting at Hyperpure? Akshant: Hyperpure now serves about 85,000 restaurants, up from 62,000 a year ago. We see three things driving that growth. 1. Speed . We now deliver within two hours in all major cities, and 25% of our orders already arrive within that window, and growing. This changes how restaurants procure. With a dependable two-hour option, they no longer need to plan and store large quantities of perishables, and we think that will steadily shift more of their purchasing to us. 2. Formalisation. Most restaurants still buy through mandis and wholesalers, often in cash. That is changing as food safety and other compliance requirements tighten and operators look for consistent quality. Every Hyperpure order is fully invoiced and traceable, which makes us a natural choice as restaurants move to organised supply. 3. Going beyond ingredients. We are becoming a broader supply chain partner for food businesses. We provide 3PL services to some of India's largest pan-India restaurant brands, and we now help restaurants set up complete kitchens, including equipment we source directly, some of it imported. Once a restaurant sets up its kitchen with us, we often go on to supply it with ingredients as well. We compete with incumbent wholesalers and other B2B platforms that often compete on price alone. We don't try to be the cheapest. We compete on reliability, speed and quality, which is what restaurants value once they have tried us. Q13. Can you share an update on the cash balance as at the end of Q2FY27? 10
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Akshant: Cash balance declined by INR 1,813 crore during the quarter to end at INR 16,475 crore as at the end of Q2FY27. The main driver was a seasonal increase in net working capital (NWC) - ● In quick commerce, we built inventory ahead of the festive season. ● In food delivery, quarter-end fell at a point in the weekly restaurant settlement cycle that temporarily lowered payables. ‘Other Items’ declined largely due to - ● marked-to-market movements in the value of debt and other securities held by us. These are accounting movements, not realised losses. We hold these instruments to maturity. ● tax payout for the quarter. The previous quarter had the benefit of a tax refund. ---- THE END 11
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Annexure A - Quarterly disclosures Notes: 1) NOV (B2C business) excludes the NOV of Bistro business which is part of the ‘Others’ segment. 2) On a like-for-like (“LFL”) basis, quick commerce Revenue grew 171% YoY (44% QoQ), 153% YoY (13% QoQ), 126% YoY (9% QoQ), 117% YoY (22% QoQ) and 84% YoY (22% QoQ) in Q2FY26, Q3FY26, Q4FY26, Q1FY27 and Q2FY27 respectively. LFL quick commerce Revenue is calculated as quick commerce Revenue (-) cost of goods sold in case of own inventory sales. 3) On a like-for-like (“LFL”) basis, consolidated Adjusted Revenue grew 65% YoY (22% QoQ), 64% YoY (11% QoQ), 64% YoY (5% QoQ), 66% YoY (17% QoQ) and 58% YoY (16% QoQ) in Q2FY26, Q3FY26, Q4FY26, Q1FY27 and Q2FY27 respectively. LFL consolidated Adjusted Revenue is calculated as consolidated Adjusted Revenue (-) Revenue from Hyperpure’s non-restaurant business (-) cost of goods sold in case of own inventory sales in quick commerce . 4) Adjusted Revenue shown above does not include inter-segment revenue. 5) There could be some totalling anomalies in the numbers displayed above due to the impact of rounding off. 6) Others segment includes all other non-material businesses and any new initiatives that we may launch from time to time. 12
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Notes: 1) On a like-for-like (“LFL”) basis, quick commerce Revenue grew 171% YoY (44% QoQ), 153% YoY (13% QoQ), 126% YoY (9% QoQ), 117% YoY (22% QoQ) and 84% YoY (22% QoQ) in Q2FY26, Q3FY26, Q4FY26, Q1FY27 and Q2FY27 respectively. LFL quick commerce Revenue is calculated as quick commerce Revenue (-) cost of goods sold in case of own inventory sales. 2) NOV per day, per store is calculated as a simple average of total NOV transacted per day divided by total number of stores operational for the day, for that period. Note: Treasury income is as per actual cash received (and not on accrual basis). Hence, there will be quarterly variation in the quantum. 14
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Annexure B - Adjusted Revenue and Adjusted EBITDA reconciliation The following table reconciles revenue from operations and stated profit / (loss) for the period (as per Ind AS) with Adjusted Revenue and Adjusted EBITDA, respectively. Notes: 1) Up until FY26, provision for income tax was created on other income (primarily being treasury income). The increase in tax expense in Q1FY27, is largely on account of provision for income tax on business income since the carried forward losses from past years in the standalone parent entity (Eternal Limited) will be fully utilized in FY27. In our other key subsidiaries that house our quick commerce, B2B supplies and going-out businesses, we continue to carry accumulated business losses which will be set off against future profits in these businesses. 2) There could be some totalling anomalies in the numbers displayed above due to the impact of rounding off. 15
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Annexure C - Glossary for terms used in reference to the business 16
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Annexure D - Statement of consolidated profit and loss 20
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Annexure E - Statement of consolidated balance sheet 21
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Annexure F - Statement of consolidated cash flows 22
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Use of non-GAAP financial measures To supplement our financial information presented in accordance with IND AS, we consider certain financial measures that are not prepared in accordance with IND AS, including Adjusted Revenue and Adjusted EBITDA. We use these financial measures in conjunction with IND AS measures as part of our overall assessment of our performance to evaluate the effectiveness of our business strategies and to communicate with our board of directors concerning our business and financial performance. We believe these non-GAAP financial measures provide useful information to investors about our business and financial performance, enhance their overall understanding of our past performance and future prospects, and allow for greater transparency with respect to metrics used by our management in their financial and operational decision making. We are presenting these non-GAAP financial measures to assist our investors and because we believe that these non-GAAP financial measures provide an additional tool for investors to use in comparing results of operations of our business over multiple periods. Information given also includes information related to material subsidiaries. Non-GAAP measures used by us are defined below: ● Adjusted Revenue = Consolidated revenue from operations as per financials (+) actual customer delivery charges in the food delivery business (net of any discounts, including free delivery discounts on account of Zomato Gold program) (+) platform fee and other charges paid on food delivery Orders that are not already included in reported revenue from operations ● Adjusted EBITDA = Consolidated EBITDA (+) share-based payment expense (-) rental paid for the period pertaining to ‘Ind AS 116 leases’ ● EBITDA = Profit/loss as per financials excluding (i) tax expense (ii) other income (iii) depreciation and amortization expense (iv) finance cost and (v) exceptional items These metrics have certain limitations and hence should be considered in addition to, not as substitutes for, or in isolation from, measures prepared in accordance with IND AS. Forward looking statements This document contains certain statements that are or may be forward-looking statements. These statements include descriptions regarding the intent, belief or current expectations of the senior management of Eternal Limited (formerly known as Zomato Limited) (“Company”) subject to board approval, wherever applicable with respect to the results of operations and financial condition of the Company. These statements can be recognised by the use of words such as “expects,” “plans,” “will,” “estimates,” “projects,” “marks,” “believe” or other words of similar meaning. Forward-looking statements generally are not statements of historical fact, including, without limitation statements made about our strategy, estimates of revenue growth, future EBITDA and future financial or operating performance. Such forward-looking statements are not guarantees of future performance and involve risks and uncertainties which are di ffi cult to predict and are outside of the control of the Company, and actual results may differ from those in such forward-looking statements as a result of various factors and assumptions which the Company believes to be reasonable in light of its operating experience in recent years. The risks and uncertainties relating to these statements include, but not limited to, risks and uncertainties, regarding fluctuations in earnings, our ability to manage growth and competition, among others. The Company does not undertake any obligation to revise or update any forward-looking statement that may be made from time to time by or on behalf of the Company. Any investment in securities issued by the Company will also involve certain risks. There may be additional material risks that are currently not considered to be material or of which the Company, its directors, any placement agent, their respective advisers or representatives are unaware. Against the background of these risks, uncertainties and other factors, viewers of this document are cautioned not to place undue reliance on these forward-looking statements. The Company, its directors, any placement agent, their respective advisers or representatives assume no responsibility to update forward-looking statements or 23
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to adapt them to future events or developments. Accordingly, any reliance you place on such forward-looking statements will be at your sole risk. The information contained in this document has not been independently verified. The information in this document is in summary form and does not purport to be complete. No representation, warranty, guarantee or undertaking, express or implied, is or will be made as to, and no reliance should be placed on the accuracy, completeness, correctness or fairness of the information, estimates, projections and opinions contained in this document. Potential investors must make their own assessment of the relevance, accuracy and adequacy of the information contained in this document and must make such independent investigations as they may consider necessary or appropriate for such purposes. Such information and opinions are in all events not current after the date of this document. Further, past performance of the Company is not necessarily indicative of its future results. Any opinions expressed in this document or the contents of this document are subject to change without notice. This document should not be construed as legal, tax, investment or other advice. Neither the Company or its directors, nor any placement agent or their respective advisers or representatives shall have any responsibility or liability whatsoever (for negligence or otherwise) for any loss howsoever arising from this document or its contents or otherwise arising in connection therewith. The information set out herein may be subject to updating, completion, revision, verification and amendment and such information may change materially. Neither the Company, its directors, any placement agent, nor any of their respective advisers or representatives is under any obligation to update or keep current the information contained herein. This document does not constitute or form part of and should not be construed as, directly or indirectly, any advertisement, o ff er or invitation or inducement to sell or issue, or any solicitation of any o ff er to purchase or subscribe for, any securities of the Company by any person whether by way of private placement or to the public, in any jurisdiction, nor shall it or any part of it or the fact of its distribution form the basis of, or be relied on in connection with, any investment decision or any contract or commitment therefor. Investing in securities involves certain risks and potential investors should note that the value of the securities may go down or up. Accordingly, potential investors should obtain and must conduct their own investigation and analysis of the relevant information carefully before investing. 24
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Deloitte Haskins & Sells Chartered Accountants 7th Floor Building 10 Tower B DLF Cyber City Complex DLF City Phase II Gurugram-122 002 Haryana, India Tel: +91 124 679 2000 Fax: +91 124 679 2012 INDEPENDENT AUDITOR'S REVIEW REPORT ON REVIEW OF INTERIM CONSOLIDATED FINANCIAL RESULTS TO THE BOARD OF DIRECTORS OF ETERNAL LIMITED (FORMERLY KNOWN AS ZOMATO LIMITED) 1. We have reviewed the accompanying Statement of Consolidated Unaudited Financial Results of ETERNAL LIMITED (FORMERLY KNOWN AS ZOMATO LIMITED) ("the Parent") and its subsidiaries (the Parent and its subsidiaries together referred to as "the Group") which includes Foodie Bay Employees ESOP Trust ("trust") for the quarter and six months ended September 30, 2026 ("the Statement") being submitted by the Parent pursuant to the requirement of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirem ents (LODR) Regulations, 2015, as amended ("the LODR Regulations"). 2. This Statement, which is the responsibility of the Parent's Management and approved by the Parent's Board of Directors, has been prepared in accordance with the recognit ion and measurement principles laid down in the Indian Accounting Standard 34 "Interim Financial Report ing" ("Ind AS 34"), prescribed under Section 133 of the Companies Act, 2013 read with relevant rules issued thereunder and other accounting princip les generally accepted in India and in compliance with Regulation 33 of the LODR Regulations. Our respo nsibility is to express a conclusion on the Statement based on our review. 3. We conducted our review of the Statement in accordance with the Standard on Review Engagements (SRE) 2410 "Review of I nterim Financial Information Performed by the Independent Auditor of the Entity ", issued by the Institute of Chartered Accountants of India (ICAI). A review of interim financial information consists of making inquirie s, primarily of Parent's personnel respons ible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with Standards on Auditing specified under Section 143( 10) of the Companies Act, 2013 and consequent ly does not enab le us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion. We also performed procedures in accordance with the circular issued by the SEBI under Regulation 33(8) of the SEBI (List ing Obligations and Disclosure Requirements) Regulations, 2015, as amended, to the exten t app licab le. 4. The Statement includes the results of the following entities as mentioned in Annexure 1. 5. Based on our rev iew conducted and procedures performed as stated in paragraph 3 abov e, nothing has come to our attention that causes us to believe that the accompanying Statement, prepared in accordance with the recognition and measurement princip les laid down in the aforesaid Indian Accounting Standard and other accou nting principles genera lly accepted in India, has not
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Deloitte Haskins & Sells disclosed the information required to be disclosed in terms of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended, including the manner in which it is to be disclosed, or that it contains any material misstatement. 6. We draw attention to Note 5 to the consol idated unaudited financial results relating to the orders received by the Company from GST author iti es in respect of GST on delivery charges. The Company, supported by the external expert's advice, is of the view that, it has a strong case on merits . Given the uncertainty involved, the ultimate outcome will be ascertained on the disposa l of the above matter. Our conclusion on the Statement is not modified in respect of this matter. 7. The conso lidated unaudited financial results include the financial information of 17 subsidiaries and 1 trust which have not been reviewed by their auditors, whose financial results reflect total assets of Rs. 2,757 crores as at September 30, 2026, tota l revenue of Rs. 248 crores and of Rs 463 crores for the quarter and six months ended September 30, 2026, respect ively, tota l loss after tax of Rs 132 crores and of Rs 227 crores for the quarter and six months ended September 30, 2026, respectively and Other comprehensive income of Rs 1 crores and of Rs 2 crores for the quarter and six months ended September 30, 2026, respect ively and net cash inflows of Rs 70 crores for the six months ended September 30, 2026, as considered in the Statement. This financial information is unaudited and have been furn ished to us by the Management and our conclus ion on the consolidated financial results in so far as it relates to the amounts and disclosures included in respect of these subsidiaries and t rust is based solely on such unaudited financia l information. According to the information and explanations given to us by the Management, this financial information is not material to the Group. Our Conclusion on the Statement is not modified in respect of our reliance on the interim financial information cert ified by th e Management . Place: Gurugram Date : October 21, 2026 For Deloitte Haskins & Sells Chartered Accountants (Firm's Registration No. 015125N) JrK~ ~ .. Vil<as Khurana Partner (Membership No. 503760) UDIN:2..6 5 CJ 3 7(,O&J Kz L-\(~9~ 5 \
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Deloitte Haskins & Sells Annexure 1 S. No. Name of the Entity 1 Eternal Limited (Formerly Known as Zomato Limited) 2 Zomato Midd le East FZ- LLC 3 TongueStun Food Network Private Limited 4 Zomato Philippines Inc. 5 Zomato Enterta inm ent Private Limited 6 Gastronauci SP Z.O.O. 7 Zomato Local Services Private Limited 8 Zomato Inc. 9 Delivery 21 Inc. 10 Zomato Ireland Limited 11 Zomato Foods Private Limited 12 Carthero Technologies Private Limited 13 Zomato Payment Privat e Limited 14 Eternal Technology Solut ions Limited (former ly known as Zomato Financial Services Limited) 15 Blink Commerce Private Limited 16 Zomato Hyperpure Private Li mited 17 Orbgen Technologies Private Limited 18 Waste land Entertainment Private Limited 19 Blinkit Foods Limited 20 Eternal General Service Foundation 21 Foodie Bay Employees ESOP Trust Relationship Parent Subsidiary Subsidiary Subs idiary Subsidiary Subsid iary Subs idiary Subsidiary Subsid iary Subsidiary Subsidiary Subsidiary Subsidiary Subsidiary Subs idiary Subs idiary Subsid iary Subsidiary Subsidiary Subsid iary (w.e.f. December 18 2025) Trust
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Eterna l Limited (Formerly known as Zomato Limited) CIN: L93 030OL 20J0PL C J9814I Registered office- Ground Floor, 12A, 94 Meghdoot, Nelu·u Place, New Delhi- 110019, Delhi. India Telephone- 0 I I ""405923 73. Email- companysecretary@etcnial.com, \\'eb sirc- W\V\V.ctemal.com Statement of consolida ted unaudited financial results for the quarter a nd half-year endtd Septemb er 30, 2026 Quarter ended Half year tnded s. Septem ber 30, June 30, SeJltem ber-30 , Sept em l>er 30, September 30, Particular s 2026 2026 2025 2026 2025 No. Unaudited Unaudited Unaudit ed Unamlited Una udited I Revenue from operations 24,138 20,21 1 13,590 44,349 20,757 11 Other iucome 35 1 375 352 726 706 JU Tot:il income (1+11) 24 489 20 586 13 942 45 075 21 463 TV Expenses Cost of materials con!twncd 60 47 . 107 - Purchases of stock-in-trade 15.746 12,860 8,795 28,606 11,352 Chan)'.?,es in inventories ort-inished goods. stock-in-trade and work-in-progress ( 1,204) (876) (1.053) (2,080) (1,326) Employee benefils expense 1,146 1.068 865 2,2 14 1.695 Finance costs 155 151 86 306 153 Depreeiation and amortisation expenses 625 546 376 1,171 690 01hcr expenses Ad\·ertJsement and sales promotion 1, 138 945 806 2,083 1,477 Delivery and related charges 3.581 3, 150 2,213 6,73 1 4,082 Others 2 9 19 2.423 1.725 S.342 3.123 TotaJ cxpcnst-5 24,166 20,314 138 13 44480 21 246 V Profit befo,·c exceptio nal items a nd tax (ITI-rv) 323 272 129 595 217 VI ExceptJonal item~ . . . VII Prnfit before tax (V-Vl) 323 272 129 595 217 VIII Tax ex1>ense: Current tax 175 157 80 332 159 Dele1Ted 1ax ,, _, 23 ( 16) 46 (32) IX Profit for tt1c 1ieriod / y,a r (VTI-VTIT) 125 92 65 2 17 90 X O th~r couw rehcn sive income / (loss) (3) ll ems 1hat will 001 be recla ssified to profit or loss; (iJ Remeasurements of the defined benefit plans I I I 2 I (ii) Equity instrumen1s through orher comprehensive in~ome (323) (70) (30) (393) (33) (iii) Jncome tax rdati .ng to above items (0) 0 5 (0) 5 (b) Items lb;at wiU be rech1ssificd lo 11rofit or loss: (i) Exchai.1gc diffe rences on translation offoreiVJ,t operations 2 I 4 3 5 (ii) Debt instrument~ thr,:mi,?;h other comprehens1\'e income ( 154) 84 (33) (70) 67 (iii) Income tax rcla1ing to abo\·e items 38 (21) 8 17 (17) Total other comp rehensive incom e/ (loss) for the period / year 1436\ 15\ 145\ 1441\ 28 XI Totul com11rehensive income / (loss) for the 1>eriod / vear (IX+X) /31 1 87 20 1224) 118 XII Profit for the period / year attri butnble lo: Owners of lht: Parent 125 92 65 2 17 90 Non-controlling interests . - - - XIII O ther comprehen sive income / (loss) for the period / year attributabl e 10: 0 Mters of the Parent - (436) (5) (45) (441) 28 Non-controlling interests 0 tO) (0) 0 (0) XIV Total comprehensive income / (loss) for the period/ year :audburnble to: Owners of rh~ Parent (3 11) 87 20 (224) I 18 Non-controlling imerests 0 (0) (0) 0 (0) xv Paid-up sh1tre c:.1pital (fatcc vaJue of INR 1 per share) 921 921 910 92 1 9IO XV I Other equi ty xvu Earnings 1ier equit)• share (INR) 1 (face rnlue of INR I each) (a) Basic 0. 14 0.1 0 O.Q7 0.24 0.10 (b) Diluted 0.13 0.10 O.o? 0.23 0.10 1 El\\' ix 1101 amwa/,sed fur the quarler and lwlf year ,mdl!d 5,'tptember 30. 2026. quarl er l!.11ded .!uni! 30. 2026 und q11arfcr unJ half.war ended S1tplember 30, 2025. llNR crore\ Year ended March 31, 2026 Audited 54,364 I 396 55 760 54 32, 115 (2.002) 3,536 392 1,597 3,350 9,065 7,038 55 145 615 . 615 319 (70) 366 (3) (515) 34 19 (90) 23 1532\ fl66) 366 - (532) (0) (166) (0) 9 19 30,06 1 0.40 0.39
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Eternal Limited (Formerlv known as Zomato Limited\ Consolidated Balance Sheet Particular s Assets Non-current assets Propeny, plam and equipment Capital work-in-progress Right-ol~use assets Goodwill Other intangible asset~ Financial assets Investments Other financial assets Tax assets (net) Deferred tax assets ( net) Other non-current assets Tota l non-current assets Cunent assets Inventories Financial assets Investments Trade receivables Cash and cash equivalents Bank balances other than cash and cash equivalents Other financial assets Other current assets Tota l current assets Tota I asse ts F.quity and liabiliti es Equity Equity share capital Other equity Equity attr ibutable to owners of the Parent Non-controlling interests Total equity Liabilities Non-current liab ilities Financial liabilities Lease liabilities Provisions Deferred tax liabilities (net) Total non-current liabiliti es Current liabilities Financial liabilities Lease liabilities Trade payables a. total outstanding dues of micro enterprises and small enterprises b. total outstanding dues of creditors other than micro enterprises and small enterprises Other financial liabilities Other current liabilities Provisions Current tax liabilities (net) Total current liabilities Total liabilities Total equity and liabilities As at September 30, 2026 Unaudited 3,040 296 5,360 5,737 472 12,071 1,218 198 - 625 29,017 4,26'.! 2,59 1 2,007 467 80 4,131 2 554 16 092 45 109 921 30 354 31,275 (7\ 31 ,268 4,860 181 118 5,159 897 1,096 4,776 701 889 47 276 8,682 13 841 45 109 /INR crorc\ As at March 31, 2026 Audited 2,033 136 4,294 5,737 611 9,742 1.606 202 14 661 25,036 2,181 5,091 1,764 996 527 3.537 1.604 IS,700 40,736 919 30,061 30,980 (7' 30,973 3,833 156 102 4,091 759 232 2,778 1,105 744 39 15 5,672 9,763 40 736
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Eternal .Limited <Formcrlv known as Zomalo Limited) Consolidated Statement of Cash Flows Particular s A) Cash flows from operating activities Profit before lax Adjus1111en1s to reconcile profit before tax to net cash flows: Interest income on bank deposits and others Interest income oD government securities Amortisation of premium / (discount) on government securities Interest income OD debentures or bonds Amortisation of premium / (discount) on debentures or bonds Interest income on income tax refund Net gain on mutual fund units Net gain on sale of government securities Liabilities written back (Profit) / loss on sale of property. plant and equipment (net) / assets written off Gain on termination of lease contracts Inventories write-down (net) Share-based payment expense Interest expense on lease liabilities Interest expense others Depreciation on property, plant and equipment and deprecia tion on right-of~use assets Amortisation on intangible assetS Impairment of financial and non financial assets (net) Financial and non financial assets written off Other non-cash jtems Operating profit before working capital changes Movements in working capital : Trade rece ivables Other financial assets Other assets Inventories Other financial liabilities and other liabilities Provisions Trade payables Cash generated from / (used in) operations Income taxes (paid) / refund (net) Net cnsh generated from / (used in) opernting activities (A) B) Cash now s from in,•esting activities Purchase of property, plant and equipment and other intangible assets (including capital work-in-progress, capital advances and capital creditors) Proceeds from sale of property, plant and equipment Investment in bank and other deposits (having original maturity of more than 3 months) Proceeds from redemption / maturity of bank and other deposits (having original maturity of more than 3 months) Investment in mutual fund units Proceeds from redemption of mutual fund units Investmen t in government securities Proceeds from sale / maturity of government securities Investment in debentures or bonds Proceeds from redemption of debentures or bonds Interest received Net cash generated from / (used in) investing acti,•itics (B) C) Cash now s from financing activities Amount collected by ESOP trust on exercise of employee stock options Payment of principal portion oflease liabilities Paymen t of interest portion oflease liabilities Other interest paid Net cash generated from / (used in) financin g activitie s (C) Net increase / (decrease) in cash and cash equivalents (A+B+C) Net foreign exchange difference Cash and cash equivalents as at the beginning of the period Cas h and cash cauival cnts as al the end of the ocriod (IN R crore) Halt~vear end ed Se11tember 30, 2026 Unaudit ed 595 ( 150) (48) (58) (328) 2 (22) (78 ) (2) ( I) (31) (3) 517 281 19 1,026 145 93 (2 1,955 (265 ) ( 1,01 I) (908) (2.078) (26 7) 35 2 861 322 (44) 278 (1,656) 4 (380) 1,573 (26,450) 28,48 1 (178) (3,152) 1,095 5 13 (150) 2 (361) (281) (19) (659) (531) 2 996 467 Septemb er 30, 2025 Unaudited 217 (270) (65) (48) (227) (0) (0) (75) (2) (4) (I) (6) 18 384 147 4 528 162 73 7 842 438 (35) (396) ( 1.344 ) 93 22 629 249 (21 l) 38 (788) I (953) 2,830 (21,265) 20,697 (151) 155 (1.048) 185 406 69 2 ( 195) (147) (4\ (344) (237) 2 666 431
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Etci·nal Lim ited (Form erlv known as Zomato Limited ) Notes to the coosolJdatcd unaudited financial results The statement of consolidated unauditc:d financial nsults of Eternal Limited (Formerly known as Zomato Limited) ("the Company''f'the Parent") and its subsidiaries (together referred to as "the Group") for tlu: quarter and half year ended Sept.ember 30, 2026 {''Financial Results") havt: been reviewed by the Audit Committee and approved by the Board of Directors at their respective meetings held on Oc[ober 21, 2026. 2 The Financial Results have been prepared in accordance with the recognition and measurement principles laid down in the lndiM Accounting Standard 34 ·'Interim Financial Repo1ting .. l"lnd AS 34"), prescribed under Section 133 of the Companies Act, 20 13 read with relevant rules issued thereunder and other accounting princiµles generally accepted in Tndia and in c.ompliance \\.ith Regulation 33 of the Sccwities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Reguh1.tions, 2015, as amended ("LODR Regulations") Consolida ted segment information Operating segments arc defined as components of an enterprise for which discrete financial information is available that is evaluated regularly by the chief operating decision maker (''CODM"), in deciding how to allocate resources and assessing perfonn.uu.:e, Effective February 1, 2026, the Group's CODM is the Chief Executive Officer of the Company (earlier Managing Director and Chief ExecutiYe Oflicer). The change in CODM did not result in any change in the identification of operating segments or the measurement of segment infonnation. The segments for the Group are as follows: 1. India food ordering and deli..,cry 2. Hyperpure supplies (8 28 business) 3. Quick conunerce 4. Going out 5. All other segments (Residual) India food ordering a11d delive1y compiises of on line marketplace platfotm through which the Group faciliiates listing and on line ordering of food items and delive1y of these food items by co1u1ecting end users., restaurant paitners and independent delivery partners. Hyperpure supplies (B2B business) is our farm-to-fork supplies offering for restauraurs in India and sale ofitems to businesses for onward sales. Quick commerce comprises of online platform named Blinkit ("Platform'') that enables listing and sale of items directly by the Group or by third-party sellers. End users are able to place orders of these listed items on the Platform which are delivered to their doorsteps within 111inutes Quick ~onunerce also include~ prnvis.iou of adve11isement, warehousing and ancillary services. Going-out is a combination of our dining-out and entenainment ticketing business. Customers / end users use our dining-out offering to search and discover restaurants, reserve tables, avail offers and make payments wllile dining-out at restaw-ants. [n our entertaimncm ticketing business, we offer 1icketing sen ices to cus1omers for movies, sports and events (including our own events) and one , services like event production, management etc. to other event panners/ participants. The Group has combined and disclosed balancing number in " All other segments" which are not reportable. Revenue and e,,pcnses directly attributable to seg.mencs are reported under each reportable segment. E"--penses which are 11or directly attribmable to any reporting segment have been allocated to respective segments l,ased on the number of orders, revenue, number of employees or g,i-oss/net order value as rnviewed by CODivl. Summarised segment infonnation is as follows: /TNR <rorel Quarter end ed 1-l•lf year ended Year ended Stpt embtr 30, June 30, September 30, Sepum ber 30, September 30, March 31, Parti cular s 2026 2026 2025 2026 2025 2026 Unaudited Unaudit ed Unaudit ed Unaudit ed Unaudited Audited R evenue from opernlioru (ex1e1nal customers) lndia food orde-ring and delive1y 3,396 3, 100 2.485 6,496 4,746 10,159 Hyperpure supplies (B28 business) 1.154 1.034 1.023 2,188 3,3 18 5.366 Quick commerce 19.152 15.664 9.89 1 34.8 16 12,29 1 37.779 Going Oul 304 318 189 622 396 973 All other sef!ments (Residual) 132 95 2 227 6 87 Total 24. 138 20 211 13 590 44.3-19 20.757 5436 4 Re,,enue from operations (inter-segment) lndia food orderini and deli very 21 20 II 4 1 20 46 Hyperpure supplies (B2B busi11ess) 65 58 9 123 16 78 Quick commerce 3 2 I 5 10 13 Going Out - - - - All otl1er se111ne.nts /Residual) 16 14 10 30 23 49 Total ,os 94 JI 199 69 186 Segment results 1 ndia food ordering and delivc1y 647 621 518 1.268 983 2.079 Hyperpure snpplies (828 business) 19 14 I 33 (4) 16 Quick COllID.ll!rCe 488 365 5 853 (37) 430 GoingOu l (55) (61) (57) (116) (105) (292) All other seemenlS (Residual) 185) 190 154) I I 75\ /99) 12061 Sr2me.nt results 1,014 849 413 1,863 738 2,027 Add: other income 351 375 352 726 706 1,396 Less: share based payment expense 262 255 174 5 17 384 819 Less: finance costs 155 151 86 306 153 392 Less: depreciation and amor1isation expense 625 546 376 1,17 1 690 1,597 Add: cxceotional items - - Profit btfo•·• tax "' 272 129 ,;9,; 217 615 During the quarter ended June 30. 2025, the Group had started transitioning from its marketplace model to a combination of marketplace and invento1y-led model in its quic k commerce segment. Owing to this change, tlte revenue under quick commerce segment now includes amount on accomll of direct sales to customers on the Blink.it platform and not just the marketplace commission on such sales and hence a reduction in sales of'Hyperpure supplies {B28 business). The Company is in receipt oflhe following Show Cause Notices ("SCNs") and Demand Orders ("Orders") from ,·arious GST authorities : a. Orders for October 20 19 to March 2022 for all lhe Slates for INR 420 crore b. Orders for April 2022 to March 2024 for Andhra Pradesh for INR 14 crore c. SCNs for April 2022 10 March 2023 for multiple states tor TNR I 19 crore. There are no SCNs or Orders on this matter other than those mentioned here. The SCNs and Orders require the Company to pay GST on the delivery charges collec1ed by the Company from the end users on behalf of the delivery panucrs., along with additional interest and penalties as per GST provisions. The Company is contesting the Orders/ SCNs at appropriate forums. The Company, suppo11ed by the e,._1ernal independent expen 's advice, is of the \ iew that it has a strong case on merits. W.c.f. September 22. 2025, the Goverruuent has included local deli..,ery services provided through Electronic Commerce Operators (''ECOs") by unregis1ered service providers u/s 9(5) ofCGST Act, 20 17. Pursuan110 change in law being etfoctive, 1he Company is paying GST on delivery charges collected from the customers on behalf of w1.registered delive1y panne-rs.
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6 The Go, enmienl of lndia1 with dfoct from November 2 I, 2025, uotifit!d the Codi! on Social St!curity, 2020; the Occupational Safety. Health and Working Conditions Code. 2020; the ln<lustrial Relations Code, 2020: and the Code on Wages, 2019 (collcctivd y, the ·'Labour Codes") , with the conesponding mies notified on May 08, 2026. The Labour Codes replace the existing central labour legislations. Cenai n pro, isions of the Labow· Codes are yet to be notified; based on the Group's assessment, the provisions currently in force do not have a material impact on the financial results of the Group. Similar!) , various State Go,,emments ha,c also notified their own legislations pertaining 10 £,ig and platform work; htJwc,•er. 1hc notification of the rules in respect of such state legislations remain pending, except for the State of Karnataka, where the niles have been notified on November 19, 2025. The Group is cu1Tently contesting the validity of Lhe Kamarnka state legislation (The Karnataka Platform Based Gig Workers (Social Security and Welfare) Act, 2025) before the appropriate forum. The opcrationalised state legislations as of September 30, 2026 (i.e., of Karnataka). does not have a mmcrial impact on the financial results of the Group. The financial impact, if any, of the remaining provisions will be assessed upon 11otification of the relevant rules and regulations. Date : October 21, 2026 Plac e: New Delbj For a nd on behH Eternal Limited Kaushik Dutta -_ ./. C hai.rm:rn uud lodepende r irect or (DIN-03328890)
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Deloitte Haskins & Sells Chartered Accountants 7th Floor Building 10 Tower B DLF Cyber City Complex DLF City Phase II Gurugram-122 002 Haryana , India Tel: +91 124 679 2000 Fax: +91 124 679 2012 INDEPENDENT AUDITOR'S REVIEW REPORT ON REVIEW OF INTERIM STANDALONE FINANCIAL RESULTS TO THE BOARD OF DIRECTORS OF ETERNAL LIMITED (FORMERLY KNOWN AS ZOMATO LIMITED) 1. We hav e review ed the accompanying Statement of Standalone Unaudited Financial Results of ETERNAL LIMITED (FORMERLY KNOWN AS ZOMATO LIMITED) ("the Company"), which includes Foodie Bay Employees ESOP Trust ("trust") for the quarter and six months ended September 30, 2026 ("the Statement"), being submitted by t he Company pursuant to the requirement of Regulation 33 of the SEBI (Listing Obligations and Disclos ure Requirements (LODR) Regulations, 2015, as amended ("the LODR Regulations"). 2. This Statement, which is the responsibility of the Company's Management and approved by the Company's Board of Directors, has been prepared in accordance with the recognition and measurement principles laid down in the Indian Account ing Standard 34 "Interim Financial Reporting" ("Ind AS 34"), prescribed under Section 133 of the Companies Act, 2013 read with relevant rules issued the re under and other accounting principles generally accepted in India and in compliance with Regulation 33 of the LODR Regulations . Our responsibil ity is to express a conclusion on the Statement based on our review. 3. We conducted our review of the Statement in accordance with the Standard on Review Engagements (SRE) 2410 'Review of Interim Financial Information Performed by the I ndependent Auditor of the Entity', issued by the Institute of Chartered Accountants of India (ICAI) . A review of interim financial information consists of making inquiries, primarily of the Company's personne l responsible for financial and accounting matters, and applying analytica l and other review procedures. A review is substantially less in scope than an audit conducted in accorda nce with Standards on Auditing specified under section 143(10) of the Compan ies Act, 2013 and consequently doe s not enab le us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. According ly, we do not express an audit opin ion. 4. Based on our review conducted as stated in paragraph 3 above, nothing has come to our attention that causes us to believe that the accompanying Statement, prepared in accordance with the recognition and measurement principles laid down in the aforesaid Indian Accounting Standard and other accounting principles generally accepted in India, has not disclosed the information required to be disclosed in terms Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended, including the manner in which it is to be disclosed, or that it contains any material misstat ement. 5. We draw attention to Note 5 to the Standalone unaudited financial results relating to the orders received by the Company from GST authorities in respect of GST on delivery charges. The Company, supported by the external expert's advice, is of the view that, it has a strong case on merits. Given the uncerta inty involved, the ultimate outcom e will be ascertained on th e disposa l of the above matter. Our concl usion on th e Statement is not modifi ed in respect of this matter.
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Deloitte Haskins & Sells 6 . We did not review the financia l information of 1 trust included in the Statement whose financial information reflects total assets of Rs 35 crores as at September 30, 2026, total revenue of Rs. Nil and Rs Nil for the quarter and six months ended September 30, 2026, net profit after tax of Rs. 1 crore and Rs 2 crore for the quarter and six months ended September 30, 2026, and Other comprehensive income of Rs. Nil and Rs. Nil for the quarter and six months ended September 30, 2026, and net cash outflows of Rs. Nil for the six months ended September 30, 2026, as considered in this Statement. The financial information of the trust is unaudited and have been furnished to us by the Management and our conc lu sion on the standalone financial results in so far as it relates to the amounts included in respect of the trust is based solely on such unaudited financia l informat ion. According to the information and explanations given to us by the Management, this financial information is not material to the Company . Our conclusion on the Statement is not modified in respect of our reliance on the financial information certified by the Management. Place: Gurugram Date: October 21, 2026 For Deloitte Haskins & Sells Chartered Accountants (Firm's Registration No. 015125N) j~K~ Vikas Khurana (Partner) (Membership No. 503760) UDIN: 2.65 D~ 1 f, DIV\ E( M'T1V\7C~y
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Eternal Lim ited (For merly known as Zomato Limited) ClN: L9JOJODL20JOJ'LC198141 Registe red offict>- Ground Floor, 12A, 94 Mcghdoot, Nehru Place, New Delhi- I 10019, Delhi, India T elephone· 011-40592373 , Ema il- compa11ysecreta1y@ete111al.com, \Vebs ite- w,vw.eternal.com Statem ent of st.1nd:dunc unaudit ed finan cial resu lts for the quar ter and half-yea r ended September 30, 2026 Quarter ended Half year ended Sept em her JO, June 30, Se1>1em ber JO, Sep tember 30, Sept em her 30, S,No , Par liculars 2026 2026 2025 2026 2025 Unaudited Unaudi ted Unaudited Unaudit ed Unaudit ed I Re,•enue from operations 3,663 3.349 2,650 7,012 5.063 11 Other income 635 602 436 1.237 841 Ill Total incom e (I+ TT) 4 298 3 951 3 086 8,249 S 9U4 IV Expenses Employee benefits expen.1,e 485 507 352 992 703 Finance costs 14 20 6 34 12 Depreciation and amortisation expenses 61 60 49 121 9 1 Other expenses Advertisement and sales promotion 862 696 464 1.558 887 Delivery and related charges 1.527 1.477 1,128 3,004 2. 170 Others 494 411 316 905 589 Total expenses 3,443 3,171 2,315 6,614 4,452 V Profit before exceptiona l items and tax (TII•JV) 855 780 771 1,635 I 452 VI Exceptional items - - VTI Profit bcfol'e tn (V-VT) 855 780 771 1,635 l 452 VIII Ta\: ex11ense: Current tax 176 156 80 332 159 Deferred tax 38 39 - 77 LX l'rofit for the peri od I year (Vll-\'lll) 641 585 691 1,226 1,293 X Other comprehensive income/ (loss) (a) Items tha t will not be reclassified to urofit or loss: (i) Remeasuremen ts of the defined benefit plans 2 (0) I 2 I (ii) EQujty instmments through otl1cr comprdiensi, ·c income (323) (70) (30) (393) (33) {iii) lncome tax relatll1;z to above itc::ms (0) 0 5 (0) 5 (b) Items tha t will be reclassified ro profit or loss: (i) ExchanAe differences on translation of forei,1..rn operations I 0 2 1 2 (ii) Debt instruments throuRh other comprehensive income (154) 84 (33) (70) 67 (iii ) Income ta,x rclatin~ to above items 38 (2 1) 8 17 (17) Tota l other compre hensiYe income / (loss) for the period / year (436 (7) (47) (443) 25 XI Total comnrehensive income for the ne.-iod / )'·ear (TX+X) 205 578 644 783 I 318 XII Paid-u p share caJJital (face valu e or ll\~ 1 per share) 92 1 921 910 92 1 910 Xlll Other equi t}' XIV Earnin l!S pet' equi tr shar e (INR) 1 (face value of INR I each) (a) Basic 0.70 0.64 0.76 1.33 1.42 (b) Diluted 0.68 0.62 0.74 1.31 1.38 1 FPS is not annua/J'iedfor rh£• qr1ar1er and hal{year ended Septcmhcr 3(), 2020, quarter tnded Jmu· 30, 2026 and q11aner and ha~fyear ended September 30, 2015. (INR crorc) Year ended Mar ch 31, 2026 Aullited 10,899 1 803 12 702 1,466 34 202 2,064 4.658 1.312 9,736 2 966 - 2 966 3 18 (7) 2,655 0 (5 15) 34 5 (90) 23 (S43) 2 I 12 9 19 36.137 2.9 1 2.86
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Eternal Limited (Fo rmerly known as Zomato Limited) Standal one Bala nce Sheet Particulars Assets Non-current assets Property, plant and equipment Capital work-in-progress Right-ot~use assets Goodwill Other intangible assets Financial assets Investments Loans Other financial assets Tax assets (net) Deferred tax assets (net) Ocher non-current assets Total non-current assets Current assets Financial assets Investments Trade receivables Cash and ca, h equivalents Bank balances other than cash and ca,h equivalents Loans Other financial assets Other current assets Tota l current assets Total assets Equity and liabilities Equit)' Equity share capital Other equity Total equity Liab ilities Non-current liabilities Financial liabilities Lease liabilities Provisions Deferred tax liabilities ( net) Total non-current liabilities Current liabilities Financial liabilities Lease liabilities Trade payables a. total outstanding dues of micro enterprises and small enterprises b. total outstanding dues of creditors other than micro enterprises and small enterprises Other financial liabilities Other current liabilities Provisions Current tax liabilities (net) Total current liabilities Total liabilities Total equitv and liabilities (INR crore) As at As at Sept em bcr 30, March 31 , 2026 202<, Unaudited Audited 149 113 - I 369 388 1,209 1,209 9 17 27, 167 24,653 1,700 , .~29 96 1 1,376 18 21 - 14 163 158 31,745 29,179 2,248 3,335 186 142 255 706 44 448 2,046 - 4,115 5,360 312 235 9,206 10,226 40,95 1 39 405 921 919 37-462 36.137 38,383 37,056 289 286 64 70 47 - 400 356 116 128 8 8 843 614 453 770 453 441 19 18 276 14 2,168 1,993 2 568 2 349 40,95 1 39,405
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Eternal Limited (Fo rm erly known as Zomato Limited) Standal one Statement of Cas h Flows Paniculars A) Cash nows from OJlerating activities Profit before tax Adjustment to reconcile 1irofit before tax to net cash nows: Interest income on bank deposits and others Interest income on governme nt securities Amortisation of premium / (discount ) 011 government securities Interest income 0 11 debenmres or bonds Amortisa tion of premiu m I (discount) on debentures or bonds Interest income on income tax refund Net gain on mutual fund units Net gain on sale of government secur ities Liabilities written back Profit on sale of propert y, plant and equipment (net) Gain on sale of assets under asset transter agreement Gain on termination of lease contracts Share-based payment expense Interest expense on lease liabilities Interest expense others Depreciat ion on property, plant and equipment and depreciation on right-of-use assets Amortisation on intang ible assets Impairment of financial and non financial asse rs (net) Other non-cash items O11crating profit before working capital changes Movements in working capital: Trade receivab les Other financial assets Other assets Other financial liabilities and other liabilities Provisions Trade payables C:tsh generated from / (used in) operations Income taxes (paid) / refund (net) Net cash generated from / (usetl in) operatin g acth•ities (A) B) Cash nows from investing activities Purchase ofpropeny. plant and equipment and other intangible assets (including capi tal work in progress, capital advances and capital creditors) Proceeds from sale of property , plant and equipment Proceeds from sale of assets under asset transfer agreement Proceeds from sale of business under business transfer agreement Investmem in bank and o ther deposits (having original maturity of more than 3 months ) Proceeds trom redemption / maturity of bank and other deposits (having original maturity of more than 3 month s) Investment in mutual fond units Proceeds trom redemption of mutual fund units Investment in government sec urities Proceeds from sale / maturity of government securities investment in debenture s or bonds Proceeds from redemptio n of debentures or bonds Loan given to subsidiaries Loan repaid by subsidiar ies Investment in subsidiaries Interest received Net cash generated from / (used in) investing activ ities (B) C) Cash flows from financing activities Amount collec ted by ESOP trust on exercise of emolovee stock options Payment of principal ponion of lease liabilities Payment of intere st portion of lease liabilities Orher interest paid Net cash generated from / {used in) financing activities (C) Net increase / (decrease) in cash and cash equivalents (A+B+C) Net foreign exchange di fference Cash and cash equivalents as at the beginning of the period Cash and cash equivalents as at the end of the period IINR crorel Half-year ended September 30, September 30, 2026 2025 Unaud ited Unaudit ed 1,635 1,452 ( 185) (251 ) (48) (65) (58) (48) (328) (227) 2 (0) ( 17) - (47) (37) (2) (2) (I) ( I) ( I) (24) - l I) (0) 375 100 21 11 9 0 116 86 5 5 48 27 (2) . 1,498 1,049 (59) (39) 1,207 (842) (85) l 131) (299) 90 (0) 4 229 127 2,491 258 (49) (146) 2,442 112 (83) (57) I I 24 - 3 1 . (245) (283) 1,275 1,259 (15,252) (1 1,493) 15,839 11,167 ( 178) (151) . 155 (3, 152) (1,048) 1,095 185 (3,040) (845) 525 650 (185) (100) 541 387 (2,804) (173) 2 2 (6 I) (45) (21) (11) (9 (0: (89) (54) (45 1) ( 11 5) 0 0 706 431 255 3 16
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Eternal Limited (Formerly known as Zomato Limited) Notes to the standalone unaudited financial results The slatement of standaJone unaudited financial results of Eternal Limited (Fon11erly known as Zomato Limited) ( .. the Company") for the quarter and half year ended September 30, 2026 ("Financial Results··) have been reviewed by the Audit Committee and approved by the Board of Directors at their respective meetings held on October 21. 2026. 2 The Financial Results have been prepared in accordance with the recognition and measurement piinciples laid down in the lndian Accounting Standard 34 ''Interim Financial Reporting .. ('"Ind AS 34"), prescribed under Section 133 of the Companies Act, 20 13 read with relevant mies issued !hereunder and other accounting principles generally accepted i.n India and in compliance with Rcgularion 33 of the Securities and Exchange Board of India (Listing Obbgations and Disclosure Requirements) Regulations, 2015, as amended ("LODR Regulations"). 3 The Company publishes these financial results along with the consolidated unaudited financial results. In accordance with lnd AS 108. 'Operating Segments·, the Company has disclosed 1he segment infonnation in the consoLidated unaudited financial results. 4 The Company has made long tenn strategic investmenls in Zomato Hyperpure Private Limited ("ZHPL"). Zomato Entertainment Private Limited ("ZEPL"), Blink Conunerce Private Limited ("BCPL"), Orbgen Technologies Private Limited ("OTP L") and Wasteland Entertainment Private Limited ("WEPL ") ("subsidiary companies"). These subsidiary companies have incurred expenses for building the brand, market share and operations which have added to their losses. These investments will generate growth and returns over a period of time. Further. the Parent has also conunitted to provide support to each of its subsidiary companies in the event they are unable to meet their indi,~dual liabilities. Based on the review of the perfonnance and funire plans of these subsidiary companies. the Company has concluded that no impairment is required as on September 30, 2026. The same has been noted by the Audit Committee and the Board. The Company is in receipt of the following Show Cause Notices ("SCNs") and Demand Orders ("Orders") fi-om various GST authorities : a. Orders for October 2019 to March 2022 for alJ the States for INR 420 crore b. Orders for April 2022 to March 2024 for Andhra Pradesh for INR 14 crore c. SCNs for April 2022 to March 2023 for mulriple states for INR 119 crore, There are no SCNs or Orders on this matter other than !hose mentioned here. The SCNs and Orders require the Company to pay GST on the delivery charges coUected by the Company from the end users on behalf of the delivery partners. a1ong with additional interest and penalties as per GST provisions. The Company is contesting the Orders/ SCNs at appropriate forums. The Company, supported by the external independent expert's advice, is of the view that it has a strong case on merits. W.e.f. September 22, 2025, 1he Government has included local delive111 services provided through Electronic Commerce Operators ("'ECOs") by unregistered sensce providers u/s 9(5) of CGST Act, 20 17. Pursuant to change in law being effective, the Company is paying GST on delivery charges coUected from the customers on behalf of unregistered delivery partners. 6 The Government of India, \\1th effect from November 2 1, 2025, notified the Code on Social Security, 2020: the Occupational Safety, Health and Working Conditions Code, 2020; the lnduslTial Relations Code, 2020; and the Code on Wages, 20 I 9 (collectively , the "Labour Codes··), with the corresponding mies notified on May 08, 2026. The Labour Codes replace the existing central labour legislations. Certain provisions of the Labour Codes are yet to be notified; based on the Company's assessment, the provisions currently in force do not have a material impact on the financial results of the Company. Similarly, various State Governments have also notified their own legislations pertaining to gig and platform work; however, the notification of the rules in respect of such state legislations remain pending, except for the State ofKa mataka, where the rules have been notified on November 19, 2025. The Company is currently contesting the vabdity of the Kama taka state legislation (The Kamataka Platfo nn Based Gig Workers (Social Security and Welfare) Act, 2025) before the appropriate forum. The operationabsed state legislations as of September 30, 2026 (i.e., of Karnataka), does not have a material impact on the financial results of the Company. The financia1 impact, if any, of the remaining provisions will be assessed upon notification of the relevant rules and regulations. 7 Subseque nt to the quane r end, on October 21, 2026, the Board of Directors of the Company approved entering of a Business Transfer Agreement ("BTA '") between the Company and Zomato Entertainment Private Limited ("ZEPL"), its wholly owned subsidiary. wherein the Company shall transfer the Going-out India business housed in the Company along with its respective assets and liabilities to ZEPL, by way of slump sale, on a going concern. The transaction has no impact on the standalone unaudited financial results for the quarlcr and half year ended September 30, 20 6. Date: October 21, 2026 Place: New Delhi Ka Chairman and l.ndepe ent Director (OlN- 0332889 0)