Cyber Media Research & Services Limited has received observation letters with “No adverse observations” from BSE and “No objection” from NSE on June 25, 2026, regarding its proposed merger with Cyber Media (India) Limited. The letters, issued under Regulation 37 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, enable the transferor company to file the scheme with the National Company Law Tribunal (NCLT). The validity of these observation letters is six months from the date of issuance.

The Board of Directors of Cyber Media Research & Services Limited had approved the scheme on January 24, 2026, subject to necessary regulatory approvals. The company subsequently filed the application with NSE on January 31, 2026. The exchanges stipulated that the scheme must comply with Regulation 11 of the SEBI LODR Regulations and that all liabilities of the transferor company must be transferred to the transferee company.

SEBI, via its letter dated June 25, 2026, provided specific comments requiring the companies to disclose details of ongoing adjudication, recovery proceedings, and enforcement actions against the entities, promoters, and directors before the NCLT and shareholders. The market regulator also mandated that any additional information submitted after filing the scheme must be displayed on the websites of the listed companies.

The exchanges directed that the financials considered for the valuation report should not be older than six months from the date of the stock exchange's No Objection Certificate. Furthermore, the explanatory statement sent to shareholders must include a comprehensive rationale for the merger, synergies, cost-benefit analysis, and details of the registered valuer and merchant banker issuing the fairness opinion.

Key Disclosures Required

To ensure informed decision-making by shareholders, the companies must disclose the following in the notice:

• Small explanation of the scheme and the need for the merger.
• Rationale, synergies, and impact on shareholders.
• Pre and post-scheme shareholding of Cyber Media (India) Limited and Cyber Media Research & Services Limited.
• Capital build-up and details of Revenue, PAT, and EBITDA for the last three years.
• Value of assets and liabilities being transferred and the post-amalgamation balance sheet.
• Potential benefits, risks, and financial implications for promoters and public shareholders.

The observation letters are available on the company's websites. The transferee company is advised to complete the listing of securities and commence trading within sixty days of receipt of the NCLT order. The exchanges reserved the right to withdraw their observations if any information submitted is found to be incomplete, incorrect, or misleading.

Cyber Media Research & Services Limited delivered its best-ever financial performance in FY26, recording a 20.62% year-on-year revenue increase to ₹91.60 crore. The company’s EBITDA grew 45.06% to ₹5.42 crore, while profit after tax (PAT) stood at ₹3.48 crore. This growth outpaced the industry adex increase of 12% reported by PMAR.

The strong financial results were driven by robust performance across all business segments. The market research business grew over 40%, while the domestic business increased by 25.7%. Earnings per share (EPS) rose to ₹11.89 as on March 31, 2026, compared to ₹7.91 in the previous year. The debt-equity ratio improved to 0.26 times from 0.35 times, and the debtors-turnover ratio reduced to 123 days from 124 days.

Financial Performance

The company’s Q4FY26 revenue stood at ₹25.60 crore, compared to ₹18.59 crore in the corresponding period of the previous year. EBITDA for the quarter jumped to ₹1.35 crore from ₹81.28 lakh.

Business Segment Growth

The advertising business contributed approximately 50% of the total revenue, growing about 10% compared to the previous financial year. The CMR and data analytics business contributed 15-20%, while the publisher monetization business accounted for the remaining 30-35%. All three verticals reported double-digit growth.

In the digital marketing business, the company added more than 50 logos during the year. The CMGalaxy SaaS product initiated its go-to-market strategy, onboarding 12 new logos primarily in the D2C and education sectors. The company also deployed AI tools across functions including finance, sales, and operations to enhance productivity.

Merger Update and Outlook

The merger application with CMIL was forwarded to SEBI in the last week of March 2026. The company has addressed queries raised during April and May 2026, and the application is currently under active review. Completion is anticipated between December 2026 and March 2027, subject to regulatory approvals.

Regarding receivables, trade receivables increased by 29.05% to ₹34.52 crore from ₹26.75 crore. However, the number of sales outstanding days improved to 123 days from 124 days. The company stated it maintains the same working capital cycle with zero cash flow concerns.