Rays of Belief buys City Pro Group for $2m (2026)

Overview: what the company announced

Rays of Belief Limited, which operates in the healthcare sector and hospital and healthcare services industry, has disclosed an overseas acquisition through its US subsidiary structure. The listed company informed exchanges that Mom's Belief US Inc., its wholly owned subsidiary, acquired 100% equity shareholding of City Pro Group Inc. The transaction was completed and made effective on September 18, 2026. Post-acquisition, City Pro Group Inc. becomes a wholly owned subsidiary of Mom's Belief US Inc. and a step-down wholly owned subsidiary of Rays of Belief Limited. The acquisition consideration was an aggregate cash payment of USD 2,000,000.

The transaction structure: step-down subsidiary arrangement

The acquisition has been executed at the level of Mom's Belief US Inc., rather than directly by the Indian listed entity. This makes City Pro a step-down subsidiary, a structure commonly used for managing operations, compliance, and local execution in overseas markets. The company stated that no governmental or regulatory approvals were required to complete the transaction. The filing also noted the agreement did not fall under related party transactions at the time of signing, and promoters, promoter group, and group companies had no prior interest in the acquired entity. Following the closing, City Pro Group Inc. will operate as a related party of the company, as it is now within the group.

Purchase consideration: $1 million paid in cash

Rays of Belief communicated that the acquisition was completed for USD 2 million in cash consideration. Separately, the company also reported it invested approximately USD 2 million into Mom's Belief US Inc. via a right issue that was completed on September 17, 2026. The disclosure indicated an investment amount of approximately USD 2,000,000 at a share price of USD 1 per share, and that Rays of Belief continues to hold 100% of the share capital after this investment. The paid-up capital figure disclosed (as on June 30, 2026) was USD 100.

What City Pro Group does in the US

City Pro Group Inc. is a New York-based provider focused on pediatric early intervention and school-based special education services. The information shared also described City Pro as operating clinics across New York, including the Bronx, Brooklyn, Manhattan, and Long Island. Rays of Belief said the acquisition is intended to broaden its operational footprint in the United States by integrating City Pro’s established service network, operational capabilities, and specialised experience in school-based special education and pediatric early intervention. The company positioned the deal as complementary to its existing healthcare service portfolio and linked it to long-term growth objectives in the North American market.

Financial snapshot: City Pro’s turnover trend

The disclosures and reports included City Pro’s turnover for the year ended June 30, 2025 at about USD 11.43 million, compared with about USD 11.41 million in the prior year. Another report also cited turnover of about USD 9.71 million in 2023. These figures point to a relatively stable revenue base around the USD 11 million level in recent years, based on the cited period comparisons.

Investment into Mom’s Belief US Inc. ahead of the acquisition

Ahead of the City Pro purchase, Rays of Belief disclosed a further investment of USD 2,000,000 (approximately Rs 19.19 crore) into Mom’s Belief US Inc. through a right issue, according to a filing dated September 17, 2026. Mom’s Belief US Inc. was incorporated on April 4, 2025. The same set of details stated Mom’s Belief US Inc. reported turnover of USD 3.83 million as of March 31, 2026, and operates in healthcare, specialising in allergy and immunology.

Key facts table: deal terms and operating metrics

Timeline: disclosures around the US expansion

Market and operating impact: what changes after closing

Operationally, the acquisition places an established pediatric early intervention and school-based special education services provider under the Rays of Belief group umbrella in the US. The company’s stated rationale focuses on adding City Pro’s service network and operational capabilities to strengthen its US footprint. The disclosures also clarify the acquisition mechanics: the deal was closed in cash, and the company stated that no regulatory approvals were needed. From a governance perspective, the company secretary confirmed the acquisition does not constitute a related-party transaction and that promoters had no interest in the target prior to acquisition, though the target becomes a related party after it becomes part of the group.

Why it matters: linking strategy to disclosed numbers

The key quantifiable takeaway is the size of the acquired operating base versus the purchase price. City Pro’s cited turnover of USD 11.43 million (year ended June 30, 2025) provides a reference point for the scale of operations being added to the group. Another relevant number is the USD 2.00 million capital infusion into Mom’s Belief US Inc. disclosed just a day earlier, which indicates funding support to the subsidiary around the time of execution. Together, the disclosures point to a structured approach: funding at the subsidiary level followed by an acquisition that expands service delivery into pediatric developmental care and school-based special education in New York.

Conclusion: what to watch next

Rays of Belief has completed the City Pro acquisition through Mom’s Belief US Inc., making City Pro a step-down wholly owned subsidiary effective September 18, 2026, for USD 2.00 million in cash. The company has stated the transaction required no regulatory approvals and was not a related-party transaction at signing. Investors will watch for subsequent disclosures on integration milestones and any further updates tied to the group’s US operating footprint.