TBO Tek Ltd Management Discussions

1. OVERVIEW

FY 2026 marked the formal stabilisation of the global travel sector, with international and domestic passenger volumes structurally returning to and surpassing 2019 baseline levels. This milestone follows a multi-year recovery cycle and was achieved despite sustained headwinds, including elevated geopolitical tensions in key corridors, regional airspace closures, and fluctuating macroeconomic indicators. The operating environment has transitioned from post-pandemic volatile demand spikes to a normalised, predictable growth trajectory characterised by capacity stabilisation across both commercial aviation and hospitality sectors.

Market dynamics in FY 2026 revealed a structural shift in gross booking value, increasingly driven by higher average daily rates (ADRs) and premiumisation rather than sheer volume expansion.

Against this backdrop, the Company continued to expand across existing and new markets, deepen participation in premium and complex travel, strengthen its North America position through the acquisition of Classic Vacations, and invest in AI to redesign operating model and build next-gen products across the operating model. The year also tested the overall resilience of our business as we navigated through geopolitical disruptions and sector-specific operating challenges while continuing to build a more diversified and scalable travel distribution platform.

The Company believes FY 2026 was an important year in translating strategic intent into structured execution.

2. INDUSTRY STRUCTURE AND DEVELOPMENTS

2.1 Global Travel Environment

Global travel demand demonstrated sustained structural strength during the fiscal year, shifting from volume-driven, postpandemic recovery to value-driven growth. This transition was characterised by a higher allocation of traveller spend toward premium accommodation, increased length of stay, and high-quality destinations. According to industry data, international tourist arrivals reached approximately 1.52 Billion during calendar year 2025, representing a 4% year-on-year expansion.

Regional performance varied across key destination:

Africa: Emerged as the fastest-growing destination region by percentage growth.

Europe: Demonstrated robust resilience, maintaining high volume baselines.

Asia and the Pacific: Continued a gradual, multiphase capacity and demand recovery.

Middle East: Sustained volumes above prepandemic baselines, maintaining structural growth despite regional disruptions.

Simultaneously, structural changes in consumption patterns accelerated. Inbound and outbound travellers increasingly prioritised premium inventory, operational comfort, and specialised travel segments - specifically cruises, wellness tourism, culinary itineraries, and curated destination-specific activities.

The fragmentation of high-yield demand has structurally elevated the role of B2B travel intermediaries. Success in the current operating environment is increasingly concentrated among global platforms capable of aggregating highly fragmented supply, delivering unified multiproduct discovery engines, providing rich content, and executing cross-border, reliable fulfillment alongside robust post-booking operational support.

2.2 India Market Dynamics

India continued to emerge as one of the fastest growing outbound travel markets globally. Outbound tourism maintained strong growth momentum in 2025, with Indian national departures reaching 32.8 Million, up 6.3% YoY and around 22% above the pre-pandemic level of 26.9 Million in 2019. Since 2022, outbound travel has grown at an estimated CAGR of 15%, supported by rising disposable incomes, improved international air connectivity, easing visa access and increasing demand for leisure and experiential travel. Domestic tourism remained the cornerstone of Indias travel ecosystem in 2025, with Domestic Tourist Visits reaching approximately 4.28 Billion, representing ~45% YoY growth. Continued investments in transport infrastructure, coupled with sustained demand for leisure, religious and short-haul travel, reinforced the resilience and depth of Indias domestic travel market.

This sustained growth continues to provide a favourable long-term demand environment for travel distribution platforms such as TBO.

Source: Ministry of Tourism, Government of India

2.3 Key Structural Trends Relevant to the Company

Three structural shifts remain particularly relevant to the Company. First, travel is becoming more premium, more experience-led and more multiproduct in nature, increasing the importance of connected journeys and curated supply. Second, a meaningful portion of higher-value travel continues to remain advisor-led and assisted, particularly in premium and complex segments where trust, fulfilment reliability and destination expertise matter. Third, AI is beginning to influence discovery, planning, servicing and workflow design, increasing both the opportunity for productivity gains and the importance of robust infrastructure, supply connectivity and execution capability.

3. OPPORTUNITIES AND THREATS

3.1 Opportunities

Premium and Complex travel: Consumer behaviour continues to shift toward higher- value, curated and experience-led journeys. This supports opportunities across premium hotels, luxury itineraries, connected trips, cruises, sightseeing, destination experiences and advisor- led travel ecosystems. The Company believes it is well positioned to participate in this trend through its global supply and service network, depth and breadth of its product portfolio, expertise and relationships and long-standing experience in serving luxury demand.

Multi-product and connected travel ecosystems: Travel purchasing is increasingly becoming multi-product in nature, with travellers combining flights, hotels, transfers, rail, cruises, sightseeing, insurance and destination experiences within a single journey. This benefits platforms capable of aggregating fragmented supply, enabling intelligent discovery and delivering seamless fulfilment across multiple travel categories. Voya, the Companys itinerary and connected journeys platform, has been developed in this context.

AI and digital transformation: AI creates opportunities to redesign workflows, improve servicing quality, strengthen personalisation and build structurally leaner operating models across discovery, fulfilment, supplier operations, and internal workflows. The Company believes its technology-oriented operating model and global transaction complexity position it well to benefit from this shift.

Niche and specialist travel segments: Wellness, cruises, destination-led experiences, luxury leisure, religious travel, and other specialist segments continue to mature as meaningful demand pools. These categories can improve share of wallet, deepen customer relevance and broaden the Companys participation across the travel segments.

Strategic partnerships and disciplined M&A:

The travel distribution landscape remains fragmented across geographies, supplier ecosystems and customer cohorts. Strategic acquisitions and partnerships can expand market access, deepen supplier relationships, strengthen technology capabilities and accelerate network effects. The acquisitions of Bookabed, Jumbonline and Classic Vacations in last few years has validated Companys inorganic growth framework, as it continues to look for larger, strategically aligned opportunities.

3.2 Threats

Competitive intensity: The global travel distribution market remains highly competitive, with participation from global online travel companies, regional platforms, supplier- direct channels and specialist vertical players. Competitive intensity may increase pressure on pricing, commissions, customer acquisition costs and margins.

Macroeconomic volatility: Inflation, interest rates, currency movements and slower discretionary spending may affect booking volumes, travel frequency, destination choices and traveller spend. Currency weakness, particularly in outbound source markets, may also affect affordability and mix.

Supplier concentration and commercial dependency: The Companys business model depends on relationships with airlines, hotel chains, aggregators and ancillary providers. Changes in supplier economics, commission structures, pricing models or direct distribution strategies may affect profitability and competitiveness.

Technology, cybersecurity and data privacy risks: As a global B2B platform managing high- volume transactional, payment, and customer data streams across multiple jurisdictions, the Company faces material operational and compliance exposure from systemic IT vulnerabilities. Prolonged network outages, infrastructure failures, or sophisticated cyber incidents can immediately disrupt downstream booking fulfillment, cause revenue leakage, and severely compromise partner trust. Management addresses these systemic exposures through targeted investments in enterprise-grade threat detection, data encryption, and ensuring operational resilience.

AI-driven shift in distribution risks: AI-enabled interfaces and agentic commerce models may increasingly influence how travel is discovered, planned, booked and fulfilled. The Company believes, however, that complex and premium travel will continue to require strong expertise, robust fulfilment infrastructure, curated supply, servicing capability and operational reliability.

Geopolitical and regulatory disruptions:

Regional conflicts, airspace closures, travel advisories, visa policy changes, sanctions and aviation incidents may disrupt key corridors, affect traveller sentiment and create demand volatility in impacted markets.

4. BUSINESS REVIEW AND OPERATIONAL PERFORMANCE

4.1 Business Overview

During FY 2026, the Company scaled its business further while maintaining focus on profitable growth, operating leverage and long-term ecosystem expansion. The year reflected progress across demand diversification, premium travel participation, supply depth, product expansion, AI-enabled workflow redesign and selective inorganic growth.

The business mix continued to move in favour of higher-margin categories. Hotels and Ancillaries increased their saliency within the overall business, supported by growth among the largest travel source market including Europe,

North America and India. This mix shift remains important because it improves monetisation while increasing the platforms relevance in premium and luxury travel segments.

Geographically, the Company optimised its risk profile through a more balanced and diversified demand footprint. By expanding its market share simultaneously across Europe, Asia- Pacific, the UK and Ireland, India, and North America, the Company has reduced its structural concentration risk in any single corridor. This geographical diversification provides clear operational resilience as demonstrated in the FY 2026, insulating the platforms aggregate booking volumes from localised macroeconomic or geopolitical disruptions.

4.2 Segment-wise / Product-wise Performance

Hotels and Ancillaries

Hotels and Ancillaries remained the largest and most profitable product of the Companys business mix during FY 2026. The segment accounted for ~64% of consolidated GTV during the year and continued to benefit from direct contracting, premium supply curation, strong international demand and cross-sell opportunities from air and other entry products.

The Company also strengthened its relevance in premium and complex travel through programmes such as Platinum Hotel Collection, ancillary expansion and the continued build-out of Voya, its itinerary and connected journeys platform.

Revenue from hotel and package services, including other operating revenue, increased to INR 22,392.39 Million in FY 2026 from INR 13,716.34 Million in FY 2025, reflecting year-on-year growth of 63.3%.

Airlines

The Airlines business operated through a more volatile environment during parts of the year, impacted by geopolitical disruptions, airspace interruptions, the Airline crash and sector-specific operating challenges. Despite this, the business returned to a more stable trajectory over the course of the year and continued to remain an important traffic and customer-acquisition engine, particularly in India.

Air also continues to create downstream cross-sell opportunities into hotels and ancillary categories, especially in India Market, which remains an important strategic lever for the Company.

Emerging and Adjacent Product Lines

The Company continued to build adjacent and complementary lines of business around the core platform during the year. These included ancillary services under the connected trips vision, Royalty solutions, TBO Academy, cruises, experiences and Voya.

These categories are strategically important because they increase share of wallet, improve platform relevance across travel segments and support participation in luxury and complex travel.

4.3 India Business

The India business demonstrated resilience, returning to a growth trajectory in FY 2026 despite a challenging macroeconomic and geopolitical environment.

The regained momentum was a result of stronger engagement across the existing buyer base, increased cross-sell of hotels and ancillary products, and disciplined execution across product, technology and commercial initiatives. During the year, the India business adopted several company-wide technology and AI-led capabilities, including the Epicenter Sales CRM, Digital Campaign Manager and unified its hotel and ancillary booking platforms across India and international business, to create a more robust and scalable technology platform.

India-specific initiatives were introduced, focussing on strengthening platform adoption, including product and deals section education for travel partners. At the same time, continued investments in customer experience and operational efficiency through self-service post-booking tools, AI-driven automation, and improved service-level agreements (SLAs) contributed to higher customer satisfaction and deeper engagement with travel partners.

Supported by favourable long-term market fundamentals including continued government investment in travel infrastructure, expanding direct international connectivity, and sustained demand for travel among Indian consumers - TBOs India business is well positioned to deliver profitable and sustainable growth in FY 2027.

5. RISKS AND CONCERNS

Risk Category	Description	Mitigation / Management Approach
Geopolitical / Regional	Conflicts, travel advisories, airspace restrictions, sanctions and aviation incidents may disrupt important travel corridors and affect demand patterns.	Geographic diversification across source markets, broader supply coverage, active corridor monitoring and reallocation toward alternate demand flows.
Macroeconomic	Inflation, currency movements, interest rates and weaker discretionary spending may affect travel affordability and traveller behaviour.	Diversified market exposure, product mix toward higher-value categories, active commercial management and customer cohort diversification.
Supplier / Commercial	Changes in supplier economics, commission structures, pricing models or direct distribution strategies may affect profitability.	Expansion of direct contracting, diversified supplier relationships and long-term partnership management.
Technology / Cybersecurity	System outages, cyber incidents, data breaches or resilience failures may affect operations and trust.	Ongoing investments in information security, access controls, platform resilience, monitoring, audit and data protection frameworks.
Competitive	Competition from global OTAs, regional platforms, supplier-direct channels and niche players may pressure pricing and margins.	Continued investment in technology, servicing capability, supply breadth, premium travel positioning and differentiated partner workflows.
AI / Channel Evolution	AI-enabled interfaces may alter how travel is discovered, planned, booked and serviced, creating intermediary bypass risk in simpler use cases.	Continued investment in AI-enabled workflows, infrastructure relevance, fulfilment capability and advisor-led complex travel use cases.

6. INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY

The Company maintains a robust internal control framework commensurate with the size, scale and complexity of its operations. The framework is designed to support effective risk management, safeguard assets, ensure the integrity and reliability of financial and operational information, and ensure compliance with applicable laws, regulations and internal policies.

The effectiveness of the internal control framework is periodically evaluated through a risk-based internal audit programme, while the adequacy and operating effectiveness of the Companys internal financial controls over financial reporting are independently assessed by the Statutory Auditors in accordance with the applicable legal requirements. Significant audit observations and managements corrective actions are reviewed by the Audit Committee under the oversight of the Board.

The Company continues to strengthen its control environment through process improvements, automation and governance initiatives to support sustainable business growth and operational resilience.

7. PEOPLE & CULTURE

The Company invested in leadership, talent depth and organisational capability during FY 2026. As of March 31, 2026, the Company had 2,600+ associates globally.

During the year, the Company strengthened its leadership bench through senior leadership additions across people, supply and business leadership roles. It also continued to focus on leadership capability building, talent management, succession planning, internal mobility and employee well-being.

Employee wellness, inclusion and culture remained important focus areas. The Company continued to support employee well-being through wellness initiatives, health camps, preventive healthcare programmes and engagement activities across locations. Industrial relations remained cordial during the year.

A strategy offsite was also held during the year with leadership participation from across the India and International businesses to align on medium-term and long-term strategic priorities, including organic growth, new demand trends, inorganic growth and AI-led disruption.

8. CONSOLIDATED FINANCIAL PERFORMANCE OVERVIEW PROFIT AND LOSS STATEMENT

Income

Total income increased from INR 17,993.05 Million in FY 2025 to INR 27,287.08 Million in FY 2026, which includes INR 5,452.70 Million pertaining to Classic Vacations (w.e.f. Oct 1, 2025, not there in FY 2025) and remaining primarily due to an increase in revenue from contracts with customers, which is in line with an increase in transaction volumes on the Companys platforms.

	For the year ended	YoY Variance %
Particulars	March 31, 2026	March 31, 2025
	INR Million
Income
Revenue from operations
Revenue from Contract with Customers	25,120.99	16,140.39	55.64%
Other operating revenue	1,653.81	1,234.34	33.98%
Revenue from operations	26,774.80	17,374.73	54.10%
Other income	512.28	618.32	-17.15%
Total Income	27,287.08	17,993.05	51.65%

Revenue from Operations

Revenue from operations increased by 54.10% from INR 17,374.73 Million in FY 2025 to INR 26,774.80 Million in FY 2026. Year-on-Year increase includes INR 5,335.40 Million pertaining to Classic Vacations (w.e.f. Oct 1, 2025, not there in FY 2025) and remaining due to significant increase in the customers utilising the TBOs platforms. Take rate (revenue from operations divided by GTV) has improved from 5.64% in FY 2025 to 7.27% in FY 2026, due to higher take rates in the Classic Vacations and improvement in overall hotels GTV saliency from 59% in FY 2025 to 64% in FY 2026.

Revenue from Contract with Customers

Revenue from contracts with customers increased from INR 16,140.39 Million in FY 2025 to INR 25,120.99 Million in FY 2026. Increase in revenue from operations - revenue from contracts includes INR 4,972.98 Million pertaining to Classic Vacations (w.e.f. Oct 1, 2025, not there in FY 2025) and remaining contributed by significant increase in hotels and ancillary revenue in international markets, while Revenue from Air Ticketing remaining nearly flat year-on-year. Revenue from Hotel & Packages as a percentage of total revenue from operations has increased from 74.02% in FY 2025 to 78.99% in FY 2026.

The following table sets forth revenue from contracts with customers presented in accordance with the types of services offered by company for the periods indicated:

	For the year ended March 31, 2026	For the year ended March 31, 2025
Types of service	Amount	Percentage of Revenue from Operations	Amount	Percentage of Revenue from Operations
	INR Million	(%)	INR Million	(%)
Air Ticketing	2,834.34	10.59%	2,895.53	16.67%
Hotel and Packages	21,149.26	78.99%	12,861.37	74.02%
Technical Service	24.94	0.09%	25.36	0.15%
Other Services	1,112.45	4.15%	358.13	2.06%
Total revenue from contract with customers	25,120.99	93.82%	16,140.39	92.90%

Other operating Revenue:

Other operating revenue increased from INR 1,234.34 Million in FY 2025 to INR 1,653.81 Million in FY 2026 primarily due to movement in business volumes during the year. The following table sets forth its other operating revenue presented in accordance with the types of services it offers for the periods indicated:

	For the year ended March 31, 2026	For the year ended March 31, 2025
Types of service	Amount	Percentage of Revenue from Operations	Amount	Percentage of Revenue from Operations
	INR Million	(%)	INR Million	(%)
Air Ticketing	410.68	1.53%	379.37	2.18%
Hotel and Packages	1,243.13	4.64%	854.97	4.92%
Total other operating revenue	1,653.81	6.18%	1,234.34	7.10%

Other Income

Other income amounted to INR 512.28 Million in FY 2026 against INR 618.32 Million in FY 2025. This majorly includes interest income from financial assets INR 320.99 Million in FY 2026 against INR 351.25 Million in FY 2025. Interest Income was higher in FY 2025 due to deployment of unutilised proceeds from IPO, which got fully utilised during FY 2026. Further, income from short term investments contributed INR 24.96 Million in FY 2026 against INR 60.24 Million in FY 2025, and liabilities no longer required written back amounted to INR 155.24 Million in FY 2026 against INR 189.58 Million in FY 2025.

Expenses

Total expenses increased by 58.56% from INR 15,374.45 Million in FY 2025 to INR 24,378.17 Million in FY 2026. The increase in total expenses includes INR 4,874.29 Million pertaining to Classic Vacations (w.e.f. Oct 1, 2025, not there in FY 2025).

Particulars	For the year ended	YoY Variance %
	March 31, 2026	March 31, 2025
	INR Million
Service fees	10,035.12	5,439.77	84.48%
Employee benefits expense	5,455.55	3,760.92	45.06%
Finance costs	435.79	232.77	87.22%
Depreciation and amortisation expenses	864.28	518.82	66.59%
Share Issue Expenses	0.00	30.45
Net loss on foreign exchange differences	88.31	257.22	-65.67%
Other Expenses	7,499.12	5,134.50	46.05%
Total expenses	24,378.17	15,374.45	58.56%

Service Fees

Service fee expenses increased from INR 5,439.77 Million in FY 2025 to INR 10,035.12 Million in FY 2026. Increase includes INR 2,631.52 Million pertaining to Classic Vacations (w.e.f. Oct 1, 2025, not there in FY 2025) and remaining increase is primarily due to the increase in the Companys core business volumes, with a consequent increase in service fees.

As a result, Gross Profit (computed as revenue from operations less service fees) has increased from INR 11,934.96 Million in FY 2025 to INR 16,739.68 Million in FY 2026.

Employee Benefits Expense

Employee benefits expense increased from INR 3,760.92 Million in FY 2025 to INR 5,455.55 Million in FY 2026, primarily due to an increase in salaries, bonuses, allowances and benefits, contribution to provident and other funds and gratuity expense from INR 3,832.39 Million in FY 2025 to INR 5,287.78 Million in FY 2026, which includes INR 827.61 Million pertaining to Classic Vacations (w.e.f. Oct 1, 2025, not there in FY 2025) and remaining increase on account of an increase in number of on-roll employees and compensation increments given to employees, offsetted with an decrease in employee stock option expense from INR 248.59 Million in FY 2025 to INR 210.20 Million in FY 2026 on account of employee exits during FY 2026 and lessor options granted in FY 2026 under the TBO Employees Stock Option Scheme 2021. This also includes Staff welfare expense of INR 458.30 Million in FY 2026 against INR 106.23 Million in FY 2025, increasing majorly due to INR 272.85 Million pertaining to Classic Vacations (w.e.f. Oct 1, 2025, not there in FY 2025). Further, employee benefit expense amounting to INR 500.73 Million has been capitalised during FY 2026 against INR 426.29 Million in FY 2025, as part of Intangible assets (including intangible assets under development) on account of various on-going tech projects.

Finance Costs

Finance costs increased from INR 232.77 Million in FY 2025 to INR 435.79 Million in FY 2026 majorly due to additional credit facility taken during FY 2026 for acquisition of material step down subsidiary company. This is set off with decrease in interest recognised on deferred consideration in relation to business combination from INR 37.80 Million in FY 2025 to INR 19.77 Million in FY 2026. Finance Cost in FY 2025 included interest charge on term loan taken towards end of FY 2024 in subsidiary company. This also includes Interest expense on lease liabilities of INR 95.21 Million in FY 2026 against INR 71.89 Million in FY 2025.

Depreciation and amortisation expenses

Depreciation and amortisation expenses increased from INR 518.82 Million in FY 2025 to INR 864.28 Million in FY 2026, majorly on account of increase in amortisation of intangible assets from INR 331.48 Million in FY 2025 to INR 625.69 Million in FY 2026 due to additional intangible assets capitalised during the year (including amortisation of additional intangible assets created for newly acquired step down subsidiary) and increase in depreciation on right-of-use assets from INR 122.81 Million in FY 2025 to INR 169.26 Million in FY 2026 due to new office space taken/ renewed on lease at various locations during the year.

Net loss on foreign exchange differences

Considering foreign exchange volatility, in order to provide better understanding and analysis of financial results, net loss on foreign exchange differences is separately disclosed under the head Expenses. Net gain on foreign exchange differences are included in Other Income. Net loss on foreign exchange differences decreased from INR 257.22 Million in FY 2025 to INR 88.31 Million in FY 2026. This majorly includes currency conversion charges, hedging cost and unrealised revaluation gain/loss of balance sheet items. This includes gain on foreign exchange difference of INR 232.20 Million, pertaining to unrealised foreign exchange gain resulting from translations of non-current monetary assets from USD to INR.

Other Expenses

Other expenses (excluding contribution from Classic Vacations INR 1,080.43 Million (w.e.f. Oct 1, 2025, not there in FY 2025)) increased from INR 5,134.50 Million in FY 2025 to INR 6,418.69 Million in FY 2026, primarily on account of following:

Hosting and bandwidth charges increased from INR 589.07 Million in FY 2025 to INR 885.64 Million in FY 2026, due to increase in bandwidth usage as result of higher transaction volumes on the TBO platforms;

Legal and professional expenses increased from INR 321.82 Million in FY 2025 to INR 401.77 Million in FY 2026 on account of increase in fees paid to legal consultants and other professional services availed;

Software licence fee increased significantly from INR 160.68 Million in FY 2025 to INR 234.34 Million in FY 2026, on account of the licence fee paid for various additional software procured in line with increase in Companys operations;

Insurance expense increased from INR 129.73 Million in FY 2025 to INR 238.96 Million in FY 2026, mainly on account of the higher coverage during the year in line with increase in business volume;

Payment gateway charges increased from INR 1,200.41 Million in FY 2025 to INR 1,469.24 Million in FY 2026 which was consistent with the increase in the Companys business and an increase in revenue from contracts with customers;

Business support services significantly increased from INR 1,317.46 Million in FY 2025 to INR 1,685.24 Million in FY 2026, primarily on account of an increase in off-roll consultants during the year as investment towards future growth.

Net impairment losses on financial assets which include provisions for bad debts, have increased from INR 250.07 Million in FY 2025 to INR 301.62 Million in FY 2026 due to higher specific case-based, as well as higher Expected Credit Loss (ECL) - based provisioning during the year.

Exceptional Items

Exceptional items include INR 83.70 Million recovered from earlier written-off receivables,

INR 6.30 Million towards provision towards GST credit receivables from government authorities in subsidiary company, INR 12.17 Million as one time impact of new labour codes implementation on the provision for gratuity and compensated absences, and INR 41.04 Million on account of severance pay paid to some employees as part of the restructuring in one of the step- down subsidiaries. Exceptional items in FY 2025 included INR 127.12 Million recovered from earlier written-off receivables.

PROFIT / LOSS FOR THE YEAR

With all the reasons discussed above, the company has recorded a profit of INR 2,443.06 Million in FY 2026 compared to INR 2,298.91 Million in FY 2025.

Particulars	For the year ended March 31, 2026	For the year ended March 31, 2025
Profit/(loss) for the year (A)	2,443.06	2,298.91
Tax Expense (B)	490.04	446.81
Prof it/(loss) before tax (C=A+B)	2,933.10	2,745.72
Add: Finance costs (D)	435.79	232.77
Add: Depreciation and amortisation expenses (E)	864.28	518.82
Add: Net loss on foreign exchange differences (F)	88.31	257.22
Less: Other income (G)	-512.28	-618.32
Less: Exceptional items (net) (H)	-24.19	-127.12
Earnings before interest, taxes, depreciation and amortisation expenses (EBITDA) (I= C+D+E+F+G+H)	3,785.01	3,009.09
Add: Share issue expenses (J)	-	30.45
Add: Employee Stock Option Expense (K)	210.20	248.59
Adjusted EBITDA (L= I+J+K)	3,995.21	3,288.13
Revenue from operations (M)	26,774.80	17,374.73
Adjusted EBITDA Margin (Adjusted EBITDA as % of Revenue from operations) (N = L/M)	14.92%	18.92%

Earnings before Interest, Taxes, Depreciation and Amortisation (EBITDA) and EBITDA Margin

EBITDA has increased from INR 3,009.09 Million in FY 2025 to INR 3,785.01 Million in FY 2026. EBITDA Margin (EBITDA as a percentage of Revenue from Operations) was 14.14% in FY 2026 compared to 17.32%.

Adjusted Earnings before Interest, Taxes, Depreciation and Amortisation (Adjusted EBITDA) and Adjusted EBITDA Margin

Adjusted EBITDA is calculated as profit for the year plus finance cost, depreciation and amortisation expenses, net loss on foreign exchange differences, share issue expenses and employee stock option expense less other income and exceptional items (net) while Adjusted EBITDA Margin is the percentage of Adjusted EBITDA as a percentage of revenue from operations.

Adjusted EBITDA was INR 3,995.21 Million in FY 2026 compared to INR 3,288.13 Million in FY 2025, while Adjusted EBITDA Margin was 14.92% in FY 2026 compared to 18.92% in FY 2025.

BALANCE SHEET

Capital Expenditure

The capital expenditure towards additions to fixed assets (property, plant and equipment, goodwill & intangible assets (including under development)) was INR 15,395.38 Million as at March 31, 2026, against INR 3,192.78 Million as at March 31, 2025. The following table sets forth fixed assets as of the periods indicated:

Particulars	As at March 31, 2026	As at March 31, 2025
Property, plant and equipment	208.31	127.90
Goodwill	5,545.84	912.41
Other Intangible Assets	9,498.34	1,763.37
Intangible assets under development	142.89	389.10
Total	15,395.38	3,192.78

Additions to Property, Plant and Equipment during the year primarily relate to expenditure incurred towards the new office space taken during the year and purchase of computer systems in the ordinary course of business. The aforesaid additions were partially offset by depreciation charged during the year.

The significant increase in Goodwill and Other Intangible Assets in FY 2026 as compared to FY 2025 is primarily attributable to the acquisition of 100% stake in Classic Vacations LLC during the year.

Other Intangible assets and Intangible assets under development also include costs incurred towards further development of travel integration websites.

Investments

The Companys investments (Non-current & current) stood at INR 2,631.57 Million as at

March 31, 2026 against INR 1,725.16 Million as at March 31, 2025. These majorly include shortterm investments in U.S. treasury securities and certificates of deposit, contributed by the newly acquired step down subsidiary.

Trade Receivables

Trade Receivables stood at INR 53,142.67 Million as at March 31, 2026 against INR 40,613.04 Million as at March 31, 2025 which is in line with increase in year-on-year business volume.

Cash, cash equivalents and bank balances

Cash, cash equivalents and bank balances stood at INR 12,777.67 Million as at March 31, 2026 against INR 12,850.60 Million as at March 31, 2025. While INR 4,604.77 Million is contributed by the new step down subsidiary acquired during FY 2026, decline is primarily there due to utilisation of funds during FY 2026 for acquisition of the new step down subsidiary, netted off by accumulated profits during the year.

Other financial assets (Current & Non-Current)

Other financial assets stood at INR 1,855.21 Million as at March 31, 2026 against INR 584.50 Million as at March 31, 2025. This is contributed majorly due to temporary change in anticipation policy in Brazil, leading to outstanding EMI receivables as on March 31, 2026 and increase in security deposits paid during the year. This also includes bank deposits with original maturity more than 12 months amounting to INR 529.00 Million, as at March 31, 2026 (Nil as at March 31, 2025).

Other assets (Current & Non-Current)

Other assets (Current & Non-Current) majorly include advances given to suppliers stood at INR 6,084.88 Million as at March 31, 2026 against INR 2,339.53 Million as at March 31, 2025. This increase primarily relates to the amounts paid as advance to suppliers and pre-paid expenses in the newly acquired step down subsidiary.

Borrowings (Current & Non-Current)

Borrowings (Current & Non-Current) stood at INR 6,451.02 Million as at March 31, 2026 against INR 1,363.79 Million as at March 31, 2025. Balance as at FY 2026 end relates to term loan facility taken during the year to fund the acquisition of 100% stake in Classic Vacations LLC by TBO LLC, a wholly-owned step-down subsidiary of the Group. Balance as at FY 2025 related to term loan taken by subsidiary company in prior year, which has been fully paid and foreclosed during FY 2026.

Other financial liabilities (Current & NonCurrent)

Other financial liabilities (Current & Non-Current) stood at INR 1,164.30 Million as at March 31, 2026 against INR 1,354.48 Million as at March 31, 2025 mainly driven by payment of due liability towards business acquisition done in earlier year. This also includes amount payable to employees INR 537.16 Million as at March 31, 2026, against INR 307.40 Million as at March 31, 2025, increase majorly contributed by the new step down subsidiary acquired during the year.

Employee benefit obligations (Current & NonCurrent)

Employee benefit obligations (Current & Non Current) stood at INR 417.65 Million as at March 31, 2026 against INR 301.56 Million as at March 31, 2025. These include provisions for Gratuity and Leave Encashment, and increase is due to new acquisition during the year as well as increase in on roll employees and increments during the year.

Trade payables

Trade payables stood at INR 54,219.99 Million as at March 31, 2026 against INR 43,212.07 Million as at March 31, 2025, increase contributed by the new step down subsidiary acquired during FY 2026 and increase in year-on-year business volume.

Contract Liabilities

Contract Liabilities majorly include advance received from customers (travel buyers) for issue of tickets and hotel packages and stood at INR 13,379.00 Million as at March 31, 2026 against INR 2,423.54 Million as at March 31, 2025. Increase in majorly contributed by the new step down subsidiary acquired during FY 2026 and increase in year-on-year business volume.

Other liabilities (Current & Non-Current)

Other liabilities (Current & Non-Current) stood at INR 561.18 Million as at March 31, 2026 against INR 491.12 Million as at March 31, 2025. These include Statutory dues payable and outstanding refunds liability as on closing date.

Share Capital

The Companys share capital stood at INR 108.59 Million as at March 31, 2026 [108,587,787 equity shares of INR 1 Each] (Previous Year: INR 108.59 Million [108,587,787 equity shares of INR 1 Each]).

Other Equity

The Companys other equity as at March 31, 2026 was INR 15,398.02 Million in comparison to INR 11,841.98 Million as at March 31, 2025.

9. OUTLOOK

The Companys strategic direction remains consistent with the narrative set out in the broader annual report. The operating priorities for the next phase remain focussed on execution, market deepening and productivity.