RateGain Travel Technologies Limited has received its final monitoring agency report from CRISIL Ratings Limited for the quarter ended December 31, 2025, confirming complete utilization of QIP proceeds with no deviations. The comprehensive report was submitted pursuant to Regulation 32(6) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, marking the conclusion of the monitoring process.

QIP Fund Details and Complete Utilization

The company completed its QIP on November 20, 2023, raising Rs. 5862.91 million net of issue expenses. The placement involved 9,331,259 equity shares of face value Re. 1 each, issued at Rs. 643 per share, including a share premium of Rs. 642 per share, aggregating to Rs. 6,000.00 million gross.

CRISIL Monitoring Agency Report Findings

CRISIL Ratings Limited issued its final monitoring agency report dated February 12, 2026, confirming that all QIP proceeds were utilized as per the original objectives disclosed in the offer document. The report stated that the entire amount was deployed towards the acquisition of Sojern Inc., with both QIP Escrow account balance and monitoring account balance standing at nil as of December 31, 2025.

Regulatory Compliance and Final Certification

The monitoring agency report was prepared based on management undertaking, statutory auditor certificate dated February 11, 2026, issued by M/s Deloitte Haskins & Sells LLP, and bank statements. The report confirmed no major deviations from earlier monitoring agency reports and stated that all utilization was as per disclosures in the offer document.

Fund Allocation Adjustment and Strategic Deployment

The net proceeds were revised from the originally estimated Rs. 5,861.50 million to Rs. 5,862.91 million during the quarter ended March 31, 2024. This adjustment of Rs. 1.41 million resulted from lower actual offer-related expenses compared to estimated costs, with the surplus amount added to strategic investment objectives for the Sojern acquisition.

The report was signed by Shounak Chakravarty, Director, Ratings (LCG) at CRISIL Ratings Limited, and submitted to stock exchanges by Mukesh Kumar, General Counsel, Company Secretary & Compliance Officer of RateGain Travel Technologies Limited on February 13, 2026.

RateGain travel Technologies Limited announced its unaudited financial results for Q3 FY26 and nine months ended December 31, 2025, through a regulatory filing with NSE and BSE on February 13, 2026. The company reported record-breaking performance with consolidated operating revenue reaching INR 5,400.30 million, marking a substantial 93.8% year-over-year growth driven by the successful integration of Sojern acquisition completed on November 6, 2025.

Q3 FY26 Consolidated Financial Performance

RateGain delivered exceptional growth across key financial metrics, demonstrating the positive impact of the Sojern acquisition on business operations.

The decline in profit after tax was primarily attributed to exceptional items totaling INR 346.18 million, including INR 324.16 million in merger and acquisition related expenses and INR 22.02 million towards labor code notifications.

Nine-Month Performance Analysis

For the nine-month period ending December 31, 2025, RateGain maintained strong growth momentum with consolidated operating revenue of INR 11,080.04 million, representing 35.8% year-over-year growth.

Strategic Acquisition and Integration

The Sojern acquisition, completed for a consideration of INR 22,170.69 million (USD 250.35 million), was financed through external funds of INR 11,069.63 million and internal funds of INR 11,100.62 million. The acquisition expanded RateGain's portfolio to include AI-powered hospitality and travel marketing solutions, with provisional purchase price allocation identifying INR 7,625.01 million in intangible assets and INR 12,091.44 million in goodwill.

Earnings Conference Call and Investor Engagement

Following the advance intimation dated February 06, 2026, RateGain concluded its earnings conference call on February 16, 2026 at 04:00 p.m. IST with analysts, institutional investors, and funds to discuss the financial and operational performance. The call covered the published financial results, general industry overview, and business performance using the earnings presentation filed with stock exchanges on February 13, 2026.

General Counsel and Company Secretary Mukesh Kumar filed the transcript intimation on February 19, 2026, in compliance with Regulation 30(6) of SEBI Listing Regulations. The complete transcript is available on the company's investor website at https://investors.rategain.com/ .

Regulatory Publication and Compliance

Pursuant to Regulation 47 of SEBI Listing Obligations and Disclosure Requirements Regulations, 2015, RateGain published its unaudited financial results in newspapers on February 14, 2026. The results were published in Financial Express (English Language National Daily Newspaper – All India) and Jansatta (Hindi Language Daily Newspaper – Delhi). The Board of Directors approved the quarterly results in their meeting held on February 13, 2026, with the financial results receiving limited review from statutory auditors Deloitte Haskins & Sells LLP.

Operational Updates

During the quarter, 79,599 employee stock options were exercised under various ESOP schemes, with 154,598 options exercised during the nine-month period. The company's paid-up share capital stands at INR 118.06 million. The impact of new Labor Codes notified by the Government of India resulted in increased gratuity and leave liabilities of INR 22.02 million, treated as exceptional items due to their non-recurring nature.