| THIS
IS A PUBLIC ANNOUNCEMENT FOR INFORMATION PURPOSES ONLY AND IS NOT A PROSPECTUS
ANNOUNCEMENT AND DOES NOT CONSTITUTE AN INVITATION OF OFFER TO ACQUIRE. PURCHASE OR
SUBSCRIBE TO SECURITIES, THIS IS NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION. DIRECTLY OR
INDIRECTLY, OUTSIDE INDIA.
ICICI SECURITIES LIMITED
Our Company was incorporated as ICICI Brokerage Services Limited on March 9.1995. at
Mumbai, Maharashtra as a public limited company, under the Companies Act, 1956 and
received a certificate far commencement of business dated May 3, 1995. Subsequently, the
name of our Company was changed to ICICI Securities Limited, and a fresh certificate of
incorporation consequent to the change of name was issued by the Registrar of Companies,
Maharashtra at Mumbai ("RoC') dated March 26, 2007. For further
details, please see the section entitled "History and Certain Corporate Matters"
on page 149 of the Prospectus ('Prospectus')
Registered Office: ICICI Centre. H.T. Parckh Marg,
Churchgate. Mumbai 400 020, Tel: +91 22 6637 7100; Fax:
+91 22 2288 2445. Corporate Office: ICICI Securities Limited, Shree Sawan
Knowledge Park, Plot No. D-507. T.T.C. Industrial Area MIDC. Turbhe, Navi Mumbai 400 705; Contact
Person: Raju Nanwani, Company Secretary and Compliance Officer; E-mail:
investors@icicisecurities.com; Website:
www.icicisecurities.com;
Corporate Identity Number: U67120MH1995 PLCO86241.
PROMOTER OF OUR COMPANY: ICICI BANK LIMITED
Our Company has fifed the Prospectus dated March 26,2018 with the
Registrar of Companies, (the "Prospectus") and the Equity Shares are proposed to
be listed on the National Stock Exchange of India Limited ("'NSE") and the BSE
Limited ("BSE") and the trading is expected to commence on or about April
5.2018.
BASIS OF ALLOTMENT
PUBLIC OFFER OF 67,593,245 EQUITY SHARES* OF FACE VALUE OF RS 5 EACH
("EQUITY SHARES") OF ICICI SECURITIES LIMITED ("OUR COMPANY") FOR CASH
AT A PRICE OF RS 520 PER EQUITY SHARE) INCLUDING A SHAPE PREMIUM Of RS 515 PER
EQUITY SHARE) AGGREGATING TO RS 35,148.49 MILLION (THE "OFFER") THROUGH AN OFFER
FOR SALE OF 67,593,245 EQUITY SHARES" BY ICICI BANK LIMITED (THE "PROMOTER
SELLING SHAREHOLDER"). INCLUDING A RESERVATION OF 1,315,412 EQUITY SHARES* FOR
PURCHASE BY THE ICICI BANK SHAREHOLDERS FOR CASH AT A PRICE OF RS 520 PER. EQUITY SHARE
AGGREGATING TO RS 684.01 MILLION ("ICICI BANK SHAREH0LDERS' RESERVATION
PORTION"). THE OFFER WOULD CONSTITUTE 20.98% OF OUR POST-OFFER PAID-UP EQUITY SHARE
CAPITAL AND THE NET OFFER SHALL CONSTITUTE 20.57% OF OUR POST-OFFER PAID-UP EQUITY SHARE
CAPITAL, THE OFFER PRICE AND THE ANCHOR INVESTOR OFFER PRICE IS RS 520 PER EQUITY
SHARE,THE FACE VALUE. OF EQUITY SHARES IS RS 5 EACH- THE OFFER PRICE IS 104 TIMES THE FACE
VALUE OF EQUITY SHARES.
* 66, 925,305 Equity Shares were allotted after technical rejections. Please note
that in accordance with the Red Herring Prospectus, an offer for sale was made for up to
77,249,508 Equity Shares.
OFFER PRICE: RS 520 PER EQUITY SHARE OF FACE VALUE OF RS 5
EACH
ANCHOR INVESTOR OFFER PRICE: RS 520 PER EQUITY SHARE
THE OFFER PRICE IS 104 TIMES THE FACE VALUE
Risks to Investors:
1. The six Lead Managers associated with the Offer have handled 55* public
issues in the past three years out of which 14* issues closed below the issue price or
listing date.
2. The Price/Earnings Ratio ("P/E Ratio") based on consolidated diluted EPS for
Fiscal 2017 for the Company at the upper end of the Price Band is as high as 49.5 as
compared to the average industry peer group P/E Ratio of 37.1 (as of March 31.2017).
3. Average cost of acquisition of Equity Shares for the Promoter Selling Shareholder in
the Offer is Rs 5.82 per Equity Share. The Offer Price at upper end of the Price Band is
Rs 520 per Equity Share.
*As disclosed in the Prospectus
BID/ OFFER PERIOD: OPENED ON: THURSDAY, MARCH 22, 2018,
CLOSED ON : MONDAY, MARCH 26. 2018
ANCHOR INVESTOR BIDDING DATE WAS ON WEDNESDAY, MARCH 21, 2018
In terms of Rule 19(2)(b) of the Securities Contracts (Regulation) Rules, 1957. as
amended ("SCRR"), the Offer is being made in accordance with
Regulation 26(2) of the SEBI ICDR Regulations and through a Book Building Process wherein
not less than 75% of the Net Offer was allotted on a proportionate basis to QIBs. The
Promoter Selling Shareholder, in consultation with the Lead Managers, allocated 60% of the
QIB Portion to Anchor Investors at the Anchor Investor Allocation Price, on a
discretionary; basis, out of which at least one third was available for allocation to
domestic Mutual Funds only. 5% of the QIB Portion (excluding the Anchor Investor Portion)
was available For allocation on a proportionate basis to Mutual Funds only, and the
remainder of the QIB Portion was available for allocation on a proportionate basis to all
QIB Bidders other than Anchor Investors, including Mutual Funds, subject to valid Bids
having been received at or above the Offer Price. Further, not more than 15% of the Net
Offer was available for allocation to Non-Institutional Bidders and not more than 10% of
the Net Offer was available for allocation to Retail Individual Bidders in accordance with
SEBI ICDR Regulations, subject to valid Bids having been received at or above the Offer
Price. All potential investors, other than Anchor Investors, are required to mandatorily
utilise the Application Supported by Blocked Amount ("ASBA")
process providing details of their respective bank account which were blocked by the Self
Certified Syndicate Banks ("SCSBs") to participate in the
Offer. Anchor Investors are not permitted to participate in the Anchor Investor Portion
through the ASBA process. For details, please see the section entitled "Offer
Procedure" on page 403 of the Prospectus.
The Offer received 137,724 applications for 67.189,556 Equity Shares (prior to technical
rejections) resulting in 0,99 times subscription. The details of the applications received
in the Offer from various categories are as under: (before technical rejections):
Sr.
No |
Category |
No. of
Applications |
No of
Equity Shares
applied |
Shares
Reserved as
per Prospectus |
No. of times
Subscribed |
Amount
(Rs) |
| A |
Retail Individual Bidders |
121,587 |
6,259,176 |
6,.443,416 |
0.97 |
3,258,162,414.00 |
| B |
Non Institutional Bidders |
1,842 |
3,612,308 |
3,860,724 |
0.94 |
1,878,367,064.00 |
| C |
ICICI Bank Shareholders Reservation |
14,194 |
1,249,500 |
1,315,412 |
0.95 |
651,012,648.00 |
| D |
Qualified Institutional Bidders
(Excluding Anchors) |
43 |
22,997,212 |
22,949,528 |
1.00 |
11,958,550,240.00 |
| E |
Anchor Investors |
58 |
33,071,360 |
33,024,165 |
1.00 |
17,197,107,200.00 |
|
Total |
137,724 |
67,189,556 |
67,593,245 |
0.99 |
34,943,199,566.00 |
Final Demand
A summary of the final demand as at different Bid prices is as under:
| Bid Price |
No, of
Equity Shares |
% to
Total |
Cumulative
Total |
Cumulative %
of Total |
| 519 |
178,752 |
0.51 |
178,752 |
0.51 |
| 520 |
27,814,724 |
79.99 |
27,993,476 |
80.50 |
| CUT OFF |
6,779,752 |
19.50 |
34,773,228 |
100.00 |
| TOTAL |
34,773,228 |
100.00 |
|
|
The Basis of Allotment was finalized in consultation with the Designated Stock
Eschange, being the NSE on March 29,2018.
A. Allotment to Retail Individual Bidders (after technical rejections) (including
ASBA Applications)
The Basis of Allotment to the Retail Individual Bidders, who have bid at the Cut-Off Price
or at the Offer Price of Rs 520 per Equity Share, was finalized in consultation with
the NSE. This category has been subscribed to the extent of 0.950078 times. The total
number of Equity Shares Allotted in Retail Portion is 6,131,720 Equity Shares to 118,748
successful Retail Individual Bidders. The category-wise details of the Basis of Allotment
are asunder:
| Category |
No. of
Applications
Received |
% of
Total |
Total No. of
Equity Shanes
applied |
% to
Total |
No. of Equity
Shares allotted
per applicant |
Ratio |
Total No. of
Equity Shares
allotted |
| 28 |
90,910 |
76.56 |
2,545,480 |
41.51 |
26 |
1:1 |
2,545,480 |
| 56 |
12,552 |
10.57 |
702,912 |
11.46 |
56 |
1:1 |
702,912 |
| 84 |
3,607 |
3.04 |
302,988 |
4.94 |
84 |
1:1 |
302,988 |
| 112 |
3,056 |
2.57 |
342,272 |
5.58 |
112 |
1:1 |
342,272 |
| 140 |
1,682 |
1.42 |
235,480 |
3.84 |
140 |
1:1 |
235,480 |
| 168 |
785 |
0.66 |
131,880 |
2.15 |
168 |
1:1 |
131,880 |
| 196 |
1,247 |
1.05 |
244,412 |
3.99 |
196 |
1:1 |
244,412 |
| 224 |
445 |
0.37 |
99,680 |
1.63 |
224 |
1:1 |
99,680 |
| 252 |
144 |
0.12 |
36,288 |
0.59 |
252 |
1:1 |
36,288 |
| 280 |
812 |
0.68 |
227,360 |
3.71 |
280 |
1:1 |
227,360 |
| 308 |
139 |
0.12 |
42,812 |
0.70 |
308 |
1:1 |
42,812 |
| 336 |
220 |
3.19 |
73,920 |
1.21 |
336 |
1:1 |
73,920 |
| 364 |
3,149 |
2.65 |
1,146,236 |
18.69 |
364 |
1:1 |
1,146,236 |
| TOTAL |
118,748 |
100.00 |
6,131,720 |
100.00 |
|
|
6,131,720 |
Unsubscribed portion of 322,193 Equity Shares were not allotted to any other category.
B. Allotment to Non-Institutional Bidders (After Technical Rejections)
The Basis of Alloiment to the Non-Institutional Bidders, who have bid at the Offer Price
of Rs 520 per Equity Share, was finalized in consultation with the NSE. The Non
Institutional Portion has been subscribed to the extent of 0.918817 times. The total
number of Equity Shares Allotted in this category is 3,561,768 Equity Shares to 1.768
successful Non- Institutional Bidders. The category-wise details of the Basis of Allotment
are as under: (Sample)
| Category |
No. of
Applications
Received |
% of
Total |
Total No.of
Equity Shares
applied |
% to
Total |
No. of Equity
Shares allotted
per applicant |
Ratio |
Total No. of
Equity Shares
allotted |
| 392 |
710 |
40.16 |
278,320 |
7.81 |
392 |
1:1 |
278,320 |
| 420 |
110 |
6.22 |
46,200 |
1.30 |
420 |
1:1 |
46,200 |
| 7000 |
1 |
0.06 |
7,000 |
0.20 |
7,000 |
1:1 |
7,000 |
| 7672 |
1 |
0.06 |
7,672 |
0.22 |
7,672 |
1:1 |
7,672 |
| 7700 |
1 |
0.06 |
7,700 |
0.22 |
7,700 |
1:1 |
7,700 |
| 8484 |
1 |
0.06 |
8,484 |
0.24 |
8,484 |
1:1 |
8,484 |
| 9604 |
2 |
0.11 |
19,208 |
0.54 |
9,604 |
1:1 |
19,208 |
| 3632 |
1 |
0.06 |
9,632 |
0.27 |
9,632 |
1:1 |
9,632 |
| 9800 |
1 |
0.06 |
9,800 |
0.28 |
9,800 |
1:1 |
9,800 |
| 9996 |
2 |
0.11 |
19,992 |
0.56 |
9,996 |
1:1 |
19,992 |
| 10500 |
1 |
0.06 |
10,500 |
0.29 |
10,500 |
1:1 |
10,500 |
| 12320 |
1 |
0.06 |
12,320 |
0.35 |
12,320 |
1:l |
12,320 |
| 13440 |
1 |
0.06 |
13,440 |
0.38 |
13,440 |
1:1 |
13,440 |
| 13468 |
1 |
0.06 |
13,468 |
0.38 |
13,468 |
1:1 |
13,468 |
| 14000 |
1 |
0.06 |
14,000 |
0.39 |
14,000 |
1:1 |
14,000 |
| 17304 |
1 |
0.06 |
17,304 |
0.49 |
17,304 |
1:1 |
17,304 |
| 19208 |
2 |
0.11 |
38,416 |
1.08 |
19,208 |
1:1 |
38,416 |
| 19236 |
3 |
0.17 |
57,708 |
1.62 |
19,236 |
1:1 |
57,708 |
| 19544 |
1 |
0.06 |
19,544 |
0.55 |
19,544 |
1:1 |
19,544 |
| 19880 |
1 |
0.06 |
19,880 |
0.56 |
19,880 |
1:1 |
19.880 |
| 28840 |
1 |
0.06 |
28,840 |
0.81 |
28,840 |
1:1 |
28,840 |
| 38444 |
1 |
0.06 |
38,444 |
1.08 |
38,444 |
1:1 |
33,444 |
| 48076 |
1 |
0.06 |
48,076 |
1.35 |
48,076 |
1:1 |
48,076 |
| 48104 |
1 |
0.06 |
48,104 |
1.35 |
48,104 |
1:1 |
48,104 |
| 61040 |
1 |
0.06 |
61,040 |
1.71 |
61,040 |
1:1 |
61,040 |
| 96152 |
1 |
0.06 |
96,152 |
2.70 |
96,152 |
1:1 |
96,152 |
| 192304 |
1 |
0,06 |
192,304 |
5.40 |
192,304 |
1:1 |
192,304 |
| 384608 |
1 |
0.06 |
384,608 |
10.80 |
384,608 |
1:1 |
384,608 |
| 961520 |
1 |
0.06 |
961,520 |
27.00 |
961,520 |
1:1 |
961,520 |
| Total |
1,768 |
100.00 |
3,561,768 |
100.00 |
|
|
3,561,768 |
Unsubscribed portion of 314,702 Equity Shares were not allotted to any other Category.
C. Allotment to QIBs (Excluding Anchor Investors) (After Technical rejections)
Allotment to QIBs, who have Bid at the Offer Price of Rs 520 per Equity Share, has
been done on a proportionate basis in consultation with the NSE. This category has been
subscribed to the extent of 0.9987 times of QIB Portion. As per the SEBI Regulations,
Mutual Funds were Allotted 5% of the Equity Shares of QIB Portion available i.e. 1,151,413
Equity Shares and other QIBs and unsatisfied demand of Mutual Funds were Allotted the
remaining; available Equity Shares i.e. 21,845,799 Equity Shares on a proportionate basis.
The total number of Equity Shares Allotted in the QIB Portion is 22,997,212 Equity Shares,
which were allotted to 43 Successful QlB Bidders. The category-wise details of the Basis
of Allotment are as. under:
| Category |
FIs/Banks |
FII |
MFs |
ICs |
NBFCs |
Others |
Total |
| QlB (Excluding Anchor Investors) |
961,520 |
4,025,392 |
15,769,292 |
653,772 |
48,076 |
1,539,160 |
22,997,212 |
Unsubscribed portion of 31,045 Equity Shares not allocated to any other category.
D. Allotment to Anchor Investors (After Technical Rejections)
The Promoter Selling Shareholders, in consultation with the Lead Managers, have allocated
33,024,165 Equity Shares to 36 Anchor Investors (through 58 Applications) at the Anchor
Investor Offer Price of Rs 520 per Equity Share in accordance with the SEBI
Regulations.
| Category |
FIs/Banks |
NBFCs |
MFs |
ICs |
VCs |
AIF |
FII/FPI |
Total |
| Anchor Investors |
- |
1,923,124 |
16,154,040 |
480,788 |
- |
3,173,100 |
11,293,113 |
33,024,165 |
E. Allotment under ICICI Bank Shareholders Reservation Portion)
The Basis of Allotment to investors under the ICICI Bank Shareholders Reservation Portion,
who have bid at the Offer Price of Rs 520 per Equity Share, was
finalized in consultation with the NSE, The ICICI Bank Shareholders Reservation Portion
has been subscribed to the extent of 0.920198 times. The total number of Equity
Shares Allotted in this category is 1.210,440 Equity Shares to 13.591 successful Bidders.
The category-wise details of the Basis of Allotment are as under:
| Category |
No. of
Applications
Received |
% of
Total |
Total No. of
Equity Shares
applied |
% to
Total |
No. of Equity
Shares allotted
per applicant |
Ratio |
Total No.
of Equity
Shares allotted |
| 28 |
7,033 |
51.75 |
196,924 |
16.27 |
28 |
1:1 |
196,924 |
| 56 |
2,410 |
17.73 |
134,960 |
11.15 |
56 |
1:1 |
134,960 |
| 84 |
814 |
5.99 |
68,376 |
5.65 |
84 |
1:1 |
68,376 |
| 112 |
766 |
5.64 |
85,792 |
7.09 |
112 |
1:1 |
85,792 |
| 140 |
408 |
3.00 |
57,120 |
4.72 |
140 |
1:1 |
57,120 |
| 168 |
183 |
1.35 |
30,744 |
2.54 |
168 |
1:1 |
30,744 |
| 196 |
341 |
2.51 |
66,836 |
5.52 |
196 |
1:1 |
66,836 |
| 224 |
141 |
1.04 |
31,584 |
2.61 |
224 |
1:1 |
31,584 |
| 252 |
44 |
0.32 |
11,088 |
0.92 |
252 |
1:1 |
11,088 |
| 280 |
213 |
1.57 |
59,640 |
4.93 |
280 |
1:1 |
59,640 |
| 308 |
42 |
0.31 |
12,936 |
1.07 |
308 |
1:1 |
12,936 |
| 336 |
64 |
0.47 |
21,504 |
1.78 |
336 |
1:1 |
21,504 |
| 364 |
1,061 |
7.81 |
386,204 |
31.91 |
364 |
1:1 |
386,204 |
| 392 |
27 |
0.20 |
10,584 |
3.87 |
392 |
1:1 |
10,584 |
| 420 |
9 |
0.07 |
3,780 |
0.31 |
420 |
1:1 |
3,780 |
| 448 |
1 |
0.01 |
448 |
0.04 |
448 |
1:1 |
448 |
| 476 |
1 |
0.01 |
476 |
0.04 |
476 |
1:1 |
476 |
| 504 |
4 |
0.03 |
2,016 |
0.17 |
504 |
1:1 |
2,016 |
| 560 |
3 |
0.02 |
1,680 |
0.14 |
560 |
1:1 |
1,680 |
| 588 |
4 |
0.03 |
2,352 |
0.19 |
588 |
1:1 |
2,352 |
| 700 |
1 |
0.01 |
700 |
0.06 |
700 |
1:1 |
700 |
| 756 |
2 |
0.01 |
1,512 |
0.12 |
756 |
1:1 |
1,512 |
| 840 |
1 |
0.01 |
840 |
0.07 |
840 |
1:1 |
840 |
| 952 |
5 |
0.04 |
4,760 |
0.39 |
952 |
1:1 |
4,760 |
| 980 |
4 |
0.03 |
3,920 |
0.32 |
980 |
1:1 |
3,920 |
| 1008 |
3 |
0.02 |
3.024 |
0.25 |
1008 |
1:1 |
3,024 |
| 1120 |
2 |
0.01 |
2,240 |
0.19 |
1120 |
1:1 |
2,240 |
| 1456 |
1 |
0.01 |
1,456 |
0.12 |
1456 |
1:1 |
1,456 |
| 1540 |
2 |
0.01 |
3,080 |
0.25 |
1540 |
1:1 |
3,080 |
| 3864 |
1 |
0.01 |
3,864 |
0.32 |
3864 |
1:1 |
3,864 |
| TOTAL |
13,591 |
100.00 |
1,210,440 |
100 00 |
|
|
1,210,440 |
Unsubscribed portion of 104,972 Equity Shares spilled over to QlB Category, NIB
Category and Retail Category in the ratio of 75:15:10.
The IPO Committee of our Company on March 31, 2018 has taken on record the Basis of
Allotment of Equity Shares approved by the Designated Stock Exchange, being NSE and has
allolted the Equity Shares to various successful Bidders. The Allotment
Advice-cum-Intimations and/ or notices will be dispatched to the address of the invests as
registered with the depositories. Further, the instructions to the Self Certified
Syndicate Banks for unblocking of funds, transfer to Public Offer Account have been issued
on March 31, 2018 and payment to non-Syndicate brokers have been issued on March 31,2018.
In case the same is not received within ten days, investors may contact the Registrar to
the Offer at the address given below. The Equity Shares Allotted to the successful
Allottees have been uploaded on March 31, 2018 for credit into the respective beneficiary
accounts subject to validation of the account details with the depositories concerned. The
Company will File the Listing application with NSE and BSE on April 2. 2018. The Company
expects to receive listing and trading approval from NSE and BSE and the trading is
expected to commence on or about April 5,2018.
All capitalised terms used and not specifically defined herein shall have the same meaning
as ascribed to them in the Prospectus.
INVESTORS PLEASE NOTE
The details of the allotment made will be hosted on the website of the Registrar to the
Offer, Karvy Computershare Private Limited at https://karisma.karvy.com/
All future correspondence in this regard may kindly be addressed to the Registrar to
the Offer quoting full name of the first/ sole Bidder, Did cum Application Form number,
Bidder DP ID, Client ID, PAN, date of submission of Bid cum Application Form, address of
the Bidder, number of Equity Shares applied for, the name and address of the Designated
Intermediary where the Bid cum Application Form was submitted by the Bidder and a copy of
the Acknowledgment Slip received From the Designated Intermediary at the address given
below;
Karvy Computershare Private Limited
Karvy Selenium Tower B, Plot 31-32 Gachibowli, Financial District, Nanakramguda,
Hyderabad 500 032; Tel: +91 406716 2222; Fax: +91 40
2343 1551,
E-mail; einward.ris@karvy.com;
Website: https://karisma.karvy.com/
Investor Grievance Email: isec.ipo@karvy.com;
Contact Person: M. Murali Krishna
SEBI Registration No.: INR000000221
| Place: Mumbai Date: March 31,2018 |
For ICICI Securities Limited
On behalf of the Board of Directors
Sd/-
Company Secretary and Compliance Officer |
THE LEVEL OF SUBSCRIPTION SHOULD NOT BE TAKEN TO BE INDICATIVE OF EITHER THF
MARKET PRICE OF THE EQUITY SHARES ON LISTING OR THE BUSINESS PROSPECTS OF ICICI Securities
Limited |