Spencer's Retail Limited has informed the National Stock Exchange of India Limited and BSE Limited regarding the completion of dispatch and newspaper publication of the notice for its ninth annual general meeting. The company confirmed compliance with Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Meeting Details

The ninth annual general meeting is scheduled to be held on Friday, September 11, 2026, at 3:00 pm through video conferencing or other audio visual means. This format adheres to the applicable circulars issued by the Ministry of Corporate Affairs and the Securities and Exchange Board of India.

Publication and Dispatch

The public notice was published in Business Standard (all editions) in English and Aajkal (Kolkata edition) in Bengali on August 15, 2026. In accordance with Regulation 36(1)(b) of the SEBI Listing Regulations, the company sent a letter containing the web link to the notice and annual report to members who do not have registered email addresses with the company, registrar, or depository participants.

Members whose email addresses are registered will receive the notice and the annual report for FY26 electronically. Those without registered emails can access the documents via the company's website at www.spencersretail.com under the Investor section.

Registrar Information

MUFG Intime India Private Limited serves as the registrar to an issue and share transfer agent. Members holding shares in physical form or those wishing to update their email addresses are advised to contact the registrar at C-101, Embassy 247, LBS Marg, Vikhroli West, Mumbai.

Spencer's Retail reported a modest improvement in its bottom line for the first quarter of FY27, with the consolidated net loss narrowing by approximately 2% year-on-year. The group posted a net loss after tax of ₹60.45 crore for the quarter ended June 30, 2026, down from ₹61.61 crore in the corresponding period of FY26. This slight reduction in losses occurred alongside significant operational improvements, including a doubling of consolidated EBITDA.

Consolidated revenue from operations climbed 13% year-on-year to ₹469.47 crore, up from ₹415.84 crore in Q1FY25. On a sequential basis, revenue increased by 8% from ₹436.15 crore in Q4FY26. The standalone entity demonstrated stronger growth momentum, with revenue rising 18% year-on-year to ₹407.94 crore from ₹346.22 crore in the prior year quarter. Chairman Shashwat Goenka stated that this marks the second consecutive quarter of growth, validating the strategy focused on driving higher effectiveness and improved efficiencies.

Financial Performance Breakdown

The group’s total expenses stood at ₹531.78 crore for Q1FY27, an increase from ₹488.91 crore in Q1FY25. Key cost components included purchases of stock-in-trade at ₹370.17 crore and finance costs at ₹46.43 crore. The finance costs rose 16% year-on-year, reflecting the capital-intensive nature of retail expansion and existing debt obligations. However, operating expenses were controlled, with standalone other expenses falling 5% year-on-year to ₹36.2 crore from ₹38.2 crore.

On a standalone basis, the company reported a net loss of ₹34.03 crore, compared to a loss of ₹31.16 crore in Q1FY25. Standalone revenue from operations was ₹407.94 crore. Other income declined significantly to ₹11.62 crore from ₹80.16 crore in the previous year, contributing to the wider standalone loss despite revenue growth. Consolidated EBITDA improved to ₹9.4 crore (2% of sales) from ₹4.7 crore (1.1% of sales) in Q1FY25, representing a 100% growth over the prior year.

Segment Performance

The Spencer's brand delivered strong sales-led performance with offline business growing 14% and online business growing 50% year-on-year. Online profitability was achieved at the unit order level. Standalone Spencer's EBITDA improved to ₹18 crore (4.4% of sales) from ₹15 crore (4.2% of sales) in Q1FY25. Gross margins remained steady at 18.2%, impacted by the accounting treatment of membership costs, while like-for-like margins held steady at 19%.

Nature's Basket Limited (NBL) saw a 13.5% decline in sales year-on-year to ₹59.3 crore from ₹68.6 crore in Q1FY25, though it posted an 8% sequential growth from Q4FY26. NBL's gross margin stood at 27.4%, compared to 28.2% in the prior year quarter. The segment reported an EBITDA loss of ₹2.6 crore, an improvement from a loss of ₹4.4 crore in Q4FY26 but wider than the profit of ₹0.8 crore in Q1FY25.

The online retail subsidiary, ORIPL, recorded a 47% year-on-year growth in revenue to ₹7.9 crore. However, it continued to operate at a loss, with EBITDA standing at ₹(6.0) crore, compared to a loss of ₹10.7 crore in Q1FY25. Marketing expenses were reduced to narrow the loss.

What the Numbers Show

A notable divergence exists between the standalone and consolidated results regarding other income. While standalone other income dropped sharply to ₹11.62 crore from ₹80.16 crore in Q1FY25, consolidated other income remained relatively stable at ₹18.14 crore versus ₹11.41 crore. This suggests that subsidiaries within the group generated non-operating income that offset the decline at the holding company level. Additionally, the group’s inventory management showed mixed signals; while standalone inventory changes resulted in a gain of ₹0.70 crore, consolidated inventory changes added ₹6.53 crore to costs, indicating potential stock buildup at the subsidiary level.

Going Concern and Liquidity

The financial statements were prepared on a going concern basis. Note 2 of the standalone results and Note 3 of the consolidated results disclose that current liabilities exceed current assets. As of June 30, 2026, the standalone current liabilities exceeded current assets by ₹730.53 crore, while the consolidated shortfall was ₹998.77 crore.

Management stated that the company has access to unutilised credit lines with bankers and additional capital support from promoters if required. The group also cited other investments that can be monetised and ongoing cost-reduction initiatives as factors supporting its ability to meet obligations over the next 12 months.

The unaudited financial results for the quarter ended June 30, 2026, were reviewed by S.R. Batliboi & Co. LLP, the statutory auditors, pursuant to Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The Board of Directors approved the results in its meeting held on August 13, 2026.