|Basis of Allotment|
is only an advertisement for information purpose and is not a prospectus announcement.)
Power Finance Corporation Limited
Our Company was incorporated in New Delhi on July 16, 1986 under the Companies Act, 1956, as amended (the "Companies Act"), as a public limited company. For information on change in the registered office of our Company, see section titled "History and Certain Corporate Matters" on page 133 of the Prospectus. Registered Office: 'Urjanidhi', 1, Barakhamba Lane, Connaught Place, New Delhi 110 001, India Tel: +91 (11) 2345 6000 Fax: +91 (11) 2341 2545. Company Secretary and Compliance Officer: Mr. J.S. Amitabh Tel: +91 (11)2345 6020 Fax: +91 (11)23456786 E-mail: firstname.lastname@example.org. Website: www.pfcindia.com.
BASIS OF ALLOTMENT
FURTHER PUBLIC ISSUE OF 229,553,340 EQUITY SHARES OF FACE VALUE OF RS. 10 EACH ("EQUITY SHARES") OF POWER FINANCE CORPORATION LIMITED ("POWER FINANCE", "OUR COMPANY" OR "THE ISSUER") FOR CASH AT A PRICE OF RS. 203* PER EQUITY SHARE (INCLUDING A SHARE PREMIUM OF RS. 193 PER EQUITY SHARE) AGGREGATING RS. 45,781.96 MILLION** (THE "ISSUE"). THE ISSUE COMPRISES A FRESH ISSUE OF 172,165,005 EQUITY SHARES BY OUR COMPANY (THE "FRESH ISSUE") AND AN OFFER FOR SALE OF 57,388,335 EQUITY SHARES BY THE PRESIDENT OF INDIA ACTING THROUGH THE MINISTRY OF POWER, GOVERNMENT OF INDIA (THE "SELLING SHAREHOLDER") (THE "OFFER FOR SALE"). THE ISSUE COMPRISES A NET ISSUE TO THE PUBLIC OF 229,277,876 EQUITY SHARES (THE "NET ISSUE") AND A RESERVATION OF NOT MORE THAN 275,464 EQUITY SHARES FOR SUBSCRIPTION BY ELIGIBLE EMPLOYEES (THE "EMPLOYEE RESERVATION PORTION"). THE ISSUE WOULD CONSTITUTE 17.39% OF THE POST ISSUE PAID-UP EQUITY CAPITAL OF OUR COMPANY AND THE NET ISSUE WOULD CONSTITUTE 17.37% OF THE POST ISSUE PAID-UP EQUITY CAPITAL OF OUR COMPANY.
THE FACE VALUE OF THE EQUITY SHARE IS RS. 10 EACH AND THE ISSUE PRICE IS 20.3 TIMES THE FACE VALUE.
'Discount of 5% to the Issue Price being RS. 10.15 per Equity Share determined pursuant to completion of the Book Building Process was offered to Eligible Employees and to Retail Bidders. Discount was not offered on application, but on Allotment. The excess amount paid on application will be refunded to such Bidders or will be unblocked from their ASBA Accounts as the case maybe, after Allotment.
"Pursuant to finalisation of the basis of allotment, the Issue size stands revised to RS. 45,781.96 million from RS 45,782.02 million mentioned in the Prospectus. This Issue is through the Book Building Process where up to 50% of the Net Issue was allocated on a proportionate basis to Qualified Institutional Buyers ("QIBs") ("QIB Portion"). Further, 5% of the QIB Portion was available for allocation on a proportionate basis to Mutual Funds only. The remainder of the QIB Portion was available for allocation on a proportionate basis to QIBs including Mutual Funds, subject to valid Bids being received from them at or above the Issue Price. In addition, not less than 15% of the Net Issue was available for allocation on a proportionate basis to Non-Institutional Bidders and not less than 35% of the Net Issue was available for allocation on a proportionate basis to Retail Bidders, subject to valid Bids being received at or above the Issue Price. Any Bidder could have participated in this Issue through the ASBA process by providing the details of the ASBA Accounts. For more information, specific attention is invited to the section titled "Issue Procedure" on page 395 of the Prospectus.
PROMOTER: PRESIDENT OF INDIA, ACTING THROUGH THE MINISTRY OF POWER, GOVERNMENT OF INDIA
The Basis of Allocation was finalized in consultation with the Designated Stock Exchange, being the NSE on May 23,2011.
A. Eligible Employees (after Technical Rejections)
The Basis of Allocation to the Eligible Employees, who had bid at Cut-off or the Issue Price of Rs 203/- per Equity Share (including a discount of 5% on the Issue Price), was finalized in consultation with the NSE. The category was subscribed to the extent of 0.87 times and the total number of Equity Shares allotted in this category is 240,016. The under-subscribed portion of 35,448 Equity Shares has been added to the Net Issue and distributed to QIB, Retail and Non-Institutional Bidders category in the ratio of 50:35:15.
B. Allocation to Retail Bidders (including Applications Supported by Blocked Amount ("ASBA")) (after Technical Rejections)
The Basis of Allocation to the Retail Bidders, who had bid at Cut-off or at the Issue Price of Rs 203/- per Equity Share (including adiscount of 5% on the Issue Price), was finalized in consultation with the NSE. This category has been over-subscribed to the extent of 1.959964 times. There were 83,803 applications for 859,774,664 Equity Shares made under ASBA process in this category. Of these, 79,834 applications for 46,348,288 Equity Shares were found valid and considered for allocation. The total number of Equity Shares allotted in Retail Bidders category is 80,288,364 Equity Shares (including a spill-over of 41,107 Equity Shares from the Eligible Employees and Non-Institutional Bidders categories) which were allotted to 249,334 successful applicants. The category-wise details of the Basis of Allocation are as under:
C. Allocation to Non-Institutional Bidders (after Technical Rejections)
The Basis of Allocation to the Non-Institutional Bidders, who had bid at the Issue Price of Rs 203/- per Equity Share, was finalized in consultation with the NSE. This category has been subscribed to the extent of 0.997974 times and hence allotment was done on full and firm basis to all valid applicants. There were 109 applications for 27,737,332 Equity Shares made under ASBA process in this category. Of these, 65 applications for 26,171,460 Equity Shares were found valid and considered for allocation. The total number of Equity Shares allotted in Non-Institutional Bidders category is 34,327,300 Equity Shares which were allotted to 176 successful applicants. The under-subscribed portion of 64,382 Equity Shares has been added to the Net Issue and distributed to Retail and QIB category in the ratio of 35:50.
D. Allocation to QIBs
The Basis of Allocation to the Qualified Institutional Bidders, who had bid at the Issue price of Rs 203/- per Equity Share was finalized on the proportionate basis. In accordance with the SEBI Regulations, 5% of the Equity Shares under the QIB Portion was allocated only to the Mutual Funds. The balance QIB Portion was allocated on a proportionate basis to all QIBs including Mutual Funds. There were 139 applications for 785,129,072 Equity Shares made under ASBA process in this category. Of these, 138 applications for 784,429,072 Equity Shares were found valid and considered for allocation. The total number of Equity Shares allotted in Qualified Institutional Bidders category is 114,697,660 Equity Shares (including a spill-over of 58,723 Equity Shares from the Eligible Employees and Non-Institutional Bidder categories) which were allotted to 155 successful applicants.
*as on May 24,2011
The Board of Directors of the Company at its meeting held at Hyderabad on May 24,2011 has approved the Basis of Allocation of Equity Shares of the Issue and has accordingly allotted the Equity Shares to the successful Bidders.
The CAN-cum-Refund Orders and/ or Allotment advice and/ or notices will be dispatched to the respective addresses of the Bidders as registered with the depositories on or prior to May 26,2011. The instructions to Self Certified Syndicate Banks have been dispatched on or prior to May 24,2011. In case the same is not received within ten (10) days, Bidders may contact at the address given below. The Refund Orders have been over-printed with the bank account details as registered, if any, with the depositories. The Equity Shares allocated to successful applicants are being credited to their beneficiary accounts subject to validation of the account details with the depositories concerned. The Company is taking steps to get the Equity Shares offered in Fresh Issue portion admitted for trading on the BSE and the NSE within twelve (12) Working Days from the date of Bid/Issue Closing Date.
E. Post Issue shareholding of different categories of Individuals
F. Post Issue shareholding of other categories of investors
The post Issue shareholding of other categories of investors as on May 24,2011 is mentioned below:
INVESTORS PLEASE NOTE:
This details of the allocation made would be hosted on the website of Registrar to the Issue, Karvy Computershare Private Limited at http://karisma.karvy.com
All future correspondence in this regard may kindly be addressed to the Registrar to the Issue quoting full name of the First/ Sole applicant, serial number of the Bid-cum- Application Form, number of Equity Shares bid for, name of the Member of the Syndicate, place where the bid was submitted and payment details at the address given below:
Karvy Computershare Private Limited ,
TOLL-FREE HELPLINE NUMBER: 1-800-3454001
THE LEVEL OF SUBSCRIPTION SHOULD NOT BE TAKEN TO BE INDICATIVE OF EITHER THE MARKET PRICE OF THE EQUITY SHARES ON LISTING OR THE BUSINESS PROSPECTS OF POWER FINANCE CORPORATION LIMITED.
Note: All capitalized terms used and not defined herein shall have the respective meanings assigned to them in the Prospectus dated May 17,2011 as filed with the Registrar of Companies, National Capital Territory of Delhi and Haryana.
Power Finance Corporation Limited ("Company") is proposing, subject to receipt of requisite approvals, market conditions and other considerations, a further public issue of its equity shares, comprising a fresh issue of equity shares by the Company and an offer for sale of equity shares by the President of India, acting through the Ministry of Power, Government of India ("Issue"). The Company has filed a Prospectus with the Registrar of Companies, NCT of Delhi & Haryana, Securities and Exchange Board of India ("SEBI"), the Bombay Stock Exchange Limited and the National Stock Exchange of India Limited ("Stock Exchanges"). The Prospectus is available on the website of SEBI at www.sebi.gov.in and the respective websites of the Book Running Lead Managers at www.dspml.com; http://www2.goldmansachs.com/worldwide/india/indian_offerings.html ; www.icicisecurities.com and www.jmfinancial.in. Investors should note that investment in securities involves a high degree of risk and for details relating to the same, see the section titled "Risk Factors" of the Prospectus. This advertisement is not an offer for sale or solicitation of an offer to buy securities in any jurisdiction, including the United States. This advertisement has been prepared for publication in India and may not be released in the United States, Australia, Canada or Japan. The securities of the Company have not been registered under the U.S. Securities Act of 1933, as amended ("U.S. Securities Act") and may not be offered or sold in the United States absent registration under the U.S. Securities Act or an exemption from registration under the U.S. Securities Act. There will be no public offering of securities in the United States. The Company has not been, and will not be, registered under the U.S. Investment Company Act of 1940, as amended, and investors will not be entitled to the benefits of thatAct. No money, securities or other consideration from any person is being solicited and, if sent in response to the information contained in this advertisement will not be accepted.