Cyber Media (India) Limited has submitted its quarterly monitoring agency report for the quarter ended December 31, 2025, regarding the utilization of proceeds from its rights issue. The report, prepared by Brickwork Ratings India Private Limited as the monitoring agency, was filed pursuant to Regulation 82 of SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2018.

Rights Issue Details

The company conducted a rights issue of equity shares during August 18, 2025 to August 29, 2025, with specific parameters outlined in the monitoring report.

The company had originally proposed to raise total funds amounting to Rs. 9.90 crore through the rights issue, comprising Rs. 3.80 crore by way of conversion of existing outstanding loan into equity and Rs. 6.10 crore through cash subscription from shareholders. The issue was subscribed to the extent of Rs. 8.16 crore against the proposed Rs. 9.90 crore.

Fund Utilization Objectives

The monitoring agency report details the allocation of proceeds across four primary objectives, with costs revised proportionately based on the actual subscription level.

Progress and Compliance Status

The monitoring agency confirmed no deviations from the objects disclosed in the offer document. As per the Letter of Offer, the company received 50% on application of the subscribed amount, which totals Rs. 4.08 crore. This amount includes Rs. 2.76 crore towards conversion of outstanding loan into equity.

Monitoring Agency Assessment

Brickwork Ratings India Private Limited, serving as the monitoring agency, confirmed several key compliance aspects:

• All utilization aligned with disclosures in the offer document
• No material deviations requiring shareholder approval
• All necessary government and statutory approvals obtained
• No unfavorable events affecting object viability identified
• No other material information affecting investor decision-making

The monitoring agency noted that all objects are progressing as per the timeline specified in the offer document for FY 2025-26, with no delays reported in implementation.

Company Background

Cyber Media (India) Limited operates in the print media and publishing sector, with Mr. Pradeep Gupta as the promoter. The company's securities are listed on BSE (Scrip code: 532640) and NSE (Symbol: CYBERMEDIA). The monitoring report was signed by Mr. Niraj Kumar Rathi, Senior Director, Ratings at Brickwork Ratings, and submitted by Company Secretary Anoop Singh on January 29, 2026.

Cyber media (India) Limited announced that its Board of Directors has approved a Scheme of Amalgamation involving the merger by absorption of Cyber Media Research & Services Limited (CMRSL) into the company. The board meeting, held on January 24, 2026, from 10:30 a.m. to 11:35 a.m., considered and approved the merger based on recommendations from the Audit Committee and Independent Directors' Committee.

Merger Structure and Share Exchange Ratio

The approved scheme involves the complete merger of CMRSL into CMIL, with CMRSL shareholders receiving new equity shares in the merged entity. The share exchange ratio has been set at a favorable rate for CMRSL shareholders.

Financial Profile of Merging Entities

Both companies have demonstrated strong operational performance, with CMRSL showing significantly higher turnover compared to CMIL. The financial details reveal complementary business strengths that support the merger rationale.

Nine Months Ended December 31, 2025 (₹ in crore):

Year Ended March 31, 2025 (₹ in crore):

Business Operations and Strategic Rationale

CMIL operates in the print media and publishing sector, with established magazines including Dataquest, PC Quest, Voice & Data, DQ Channels, and DQ Week, maintaining a strong pan-India and Asia presence. CMRSL focuses on digital marketing services, advertisements, social media campaigns, search engine optimization, management consulting, and market research.

The merger aims to create a comprehensive marketing solutions entity by combining CMIL's four-decade legacy in technology media with CMRSL's expertise in ad tech and data analytics. CMRSL operates four revenue streams: Digital Marketing, Programmatic Media Buying, Publisher Monetization, and Data Analytics, supported by proprietary products CMGalaxy, Auxo Ads, and CyberAds.

Shareholding Pattern Changes

The merger will significantly alter the shareholding structure of the combined entity, with public shareholding increasing substantially.

Regulatory Approvals and Next Steps

The scheme requires multiple regulatory approvals before implementation. The merger is subject to approval from respective shareholders and creditors, and must comply with Sections 230 to 232 of the Companies Act, 2013. The National Company Law Tribunal (NCLT) sanction is mandatory, along with approvals from stock exchanges and other competent authorities as directed by NCLT.

The transaction qualifies as a related party transaction conducted on an arm's length basis. Valuation for determining consideration has been performed by Bhavin R Patel & Associates, Registered Valuer, with Novus Capital Advisors Private Limited providing a fairness opinion on the determined consideration.

The merger is expected to enhance liquidity for CMRSL shareholders, as CMIL shares trade on the main boards of NSE and BSE with higher trading volumes compared to CMRSL's SME-Emerge Platform listing, providing better market access and value realization opportunities.