Swiggy to Spin Off Instamart into Wholly Owned Subsidiary Through Slump Sale

Swiggy, a meal delivery and fast grocery platform, announced that its board has authorised the process of selling and transferring its rapid commerce (q-commerce) business, Instamart, through a slump sale to Swiggy Instamart Pvt Ltd, an indirect, step-down, fully owned subsidiary.

According to the stock filing, on September 23, 2025, the Board of the Company approved the slump sale of the company’s Instamart undertaking. The approval also gave the directors and officers of the company the authority to sign a business transfer agreement (BTA) and other relevant documents to carry out the transaction.

The Slump Sale to be Completed by FY2026

It is anticipated that the slump sale will be finished after the third quarter of FY26. According to the corporation, the sale includes all pertinent assets, liabilities, documents, intellectual property, permits and licences, employees, and contracts. According to a Swiggy representative, Instamart has grown significantly in the last three years.

The brand’s quick-commerce business continued to develop in Q1 of FY 2025–2026, with a 108% year-over-year increase in gross order value. With its gross order value and user base expected to surpass that of Swiggy’s food delivery business in the near future, Instamart has likewise risen from the shadow of the latter to become a stand-alone brand.

While guaranteeing that the listed parent company retains full ownership, the subsidiary structure is intended to assist this growth pace by offering more transparency, operational flexibility, and a tighter strategic focus.

Financial Dynamics of Instamart  

Instamart now makes up a considerable portion of Swiggy’s revenue. In FY25, the company’s revenue was INR 2,129.6 crore, or 24.2% of Swiggy’s total revenue. With a negative net value of INR 297.7 crore as of March 31, 2025, it is still bleeding, nonetheless.

On the effective date, the transaction will be carried out at Instamart’s book value of its assets and liabilities. The transfer price will ring-fence Instamart’s operations within a distinct corporate structure rather than reflecting the company’s market potential because its book value was negative at the end of FY25. After the transfer is finished, the subsidiary will give Swiggy a lump-sum cash payment. The reorganisation occurs as listed food-tech companies are increasingly establishing rapid commerce as a stand-alone growth engine.

Since acquiring Blinkit in 2022, rival Zomato has been releasing Blinkit’s financial results on a quarterly basis. In Q1 FY26, Blinkit accounted for about 32% of Zomato’s total revenue, and the company’s losses decreased when measured by contribution margin.

Swiggy may be attempting to offer comparable visibility on its rapid commerce company while maintaining flexibility for future capital raising by establishing a special subsidiary for Instamart. With Zomato, Swiggy, Flipkart, and Amazon expanding their dark store networks and delivery fleets, quick commerce has emerged as the new arena of competition for food tech giants. Despite the category’s explosive expansion, listed businesses are increasingly using corporate structuring as a tool to reassure public market investors due to its high cash burn.