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Dhani Services Ltd Q1 FY26 + NCLT Yaari Merger Drama – How to Lose 6 Million Customers and Still Launch Real Estate


1. At a Glance

Dhani Services Ltd is that rare Indian company which started as a healthcare+fintech app, lost 6 million customers in one year, picked up some land in Gurgaon & Worli, and still convinced NCLT to bless a marriage with Yaari Digital. If corporate strategy was a Netflix show, Dhani would be “Money Heist: But With Shareholders’ Cash.”


2. Introduction – The Saga of a Reinvented Unicorn That Wasn’t

Once upon a time, Dhani wanted to be India’s digital pharmacy, then a wallet, then a brokerage, then a healthcare subscription, then an e-commerce mart, and now… a real estate developer. This company has changed business models more often than Anil Kapoor changes looks in movies.

FY22: 6.1 million paying users.
FY23: 70,000 users.
That’s not customer attrition, that’s customer genocide.

Meanwhile, revenues halved, profits vanished, impairments ballooned, and the promoters thought the best way forward was — surprise, surprise — real estate. After all, when nothing works, Gurgaon plots always do.

Question: Is this a pivot or just a panic attack in corporate form?


3. Business Model – WTF Do They Even Do?

Think of Dhani as a kirana store that stocks everything but can’t decide whether it’s selling Maggi or Mercedes.

  • Healthcare Subscriptions (RIP): Once the darling of investors, now quietly buried.
  • Wallet & Payments: Competing with PhonePe, Paytm, GPay. Customers said “no thank you.”
  • Brokerage: Competing with Zerodha & Groww, but Dhani charges less. Problem: nobody cared.
  • Asset Reconstruction: Basically buying distressed loans while being distressed itself.
  • E-Commerce: Started with medicines, ended with electronics, groceries, and existential crisis.
  • Real Estate: 60 lakh sq. ft in Gurgaon + 2.6 lakh sq. ft in Worli. Because why not?

This is not a “business model.” This is a buffet where nothing tastes good but the chef insists on expanding the menu.


4. Financials Overview

Source table
MetricLatest Qtr (Q1 FY26)YoY Qtr (Q1 FY25)Prev Qtr (Q4 FY25)YoY %QoQ %
Revenue (₹ Cr)85.9107.489.9-20.0%-4.5%
EBITDA (₹ Cr)22.6-83.3-14.2NANA
PAT (₹ Cr)6.16-83.36.29NA-2.1%
EPS (₹)0.10-1.370.12NA-16.7%

Commentary: Imagine a student who failed every subject but finally scraped a pass in Moral Science. That’s Dhani’s “profit.”


5. Valuation Discussion – Fair Value Range Only

  • P/E Method: EPS ₹0.56 annualised → CMP ₹63.7 = ~114x. Industry avg ~35x. If Dhani was fairly valued, range = ₹20–₹30.
  • EV/EBITDA: EV ₹3,684 Cr / EBITDA ₹151 Cr ≈ 24x. Peers like CRISIL trade at ~30x but with real ROE. Fair range = 12–18x EV/EBITDA → ₹35–₹50.
  • DCF (Desi Chaiwala Formula): Assume flat sales ₹400 Cr, OPM 20%, PAT ₹40 Cr, growth 5%, discount 12%. Fair range = ₹28–₹45.

Educational Fair Value Range: ₹28 – ₹50
Disclaimer: This range is for educational purposes only. Not investment advice.


6. What’s Cooking – News, Triggers, Drama

  • NCLT Merger: On 29 Aug 2025, NCLT approved Dhani+Indiabulls into Yaari Digital, with a real estate demerger.
  • Swap Ratio: 294 shares of Yaari for 100 shares of Dhani. Maths students are already crying.
  • ₹672 Cr Impairment: FY25 results included a Titanic-sized write-off.
  • Fundraise: Promoters pumped in ₹400 Cr via warrants. More like CPR than growth capital.
  • Real Estate: “Indiabulls Estate & Club-I” launched in Gurugram, selling 195 units worth ₹1,000 Cr. Because Indians will buy apartments even from a failed fintech app.

Question: Do you think Dhani’s pivot to real estate is genius or just the corporate

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