| Not for release publication or distribution in the United States,
Canada. Australia or Japan or any other jurisdiction where to do so might constitute a
violation of applicable law. This is an advertisement for informaton purposes only. This
Is not a Prospectus announcement, and does not constitute an invitation or offer to
acquire, purchase or subscribe for securities. Not for publication or distribution,
directly or indirectly outside India.
PNB HOUSING FINANCE LIMITED
Our Company was incorporated as "PNB Housing Finance Private Limited" on
November 11, 1988. as a private limited company under the Companies Act, 1956,. with a
certificate of incorporation granted by the Registrar of Companies. National Capital
Territory of Delhi and Haryana (the "RoC"). Pursuant to the co nversion of our
Company to a publie limited company, our name was changed to "PNB Housing Finance
Limited" and the RoC certified the change of name upon conversion to a public limited
company on December 30, 1989. For details of change in name and registered office of our
Company, see ' 'History and Certain Corporate Mutters" on page 164 of the Prospectus
dated November 1, 2016,
Corporate Identity Number: U65922DL1988PLC033856, Registered
and Corporate Office: 9th Floor, Antrikih Bhavan, 22 Kasturba Gandhi Margr New
Delhi 110 001, India Tel: +91 11 23357171 Fax: +91 11 23357173, Contact
Persons Mr. Sanjay Jain, Company Secretary and Compliance Officer, Tel:
+91 11 23354206, Fax: +91 11 23357173, E-mail: investor.iervices@pnbhousing.com Website:
www.pnbhousing.com.
OUR PROMOTER: PUNJAB NATIONAL BANK
BASIS OF ALLOTMENT
The Equity Shares are proposed to be listed on the BSE Limited ("BSE") and
the National Stock Exchange of India Limited ("NSE") and trading in Equity
Shares will commence on November 07, 2016.
INITIAL PUBLIC OFFERING OF 38,719,309 EQUITY SHARES OF FACE VALUE OF RS 10 EACH (THE
"EQUITY SHARES") OF PNB HOUSING FINANCE LIMITED ("PNBHF" OR "OUR
COMPANY" OR THE "COMPANY" OR THE "ISSUER") FOR CASH AT A PRICE OF
RS 775 PER EQUITY SHARE (INCLUDING SHARE PREMIUM OF RS 765 PER EQUITY SHARE) (THE
"ISSUE PRICE") AGGREGATING UP TO RS 30,000 MILLION (THE "ISSUE"), THE
ISSUE INCLUES A RESERVATION OF 250,000 EQUITY SHARES AGGREGATING TO RS 175 MlLLION"
FOR SUBSCRIPTION BY EUGIBLE EMPLOYEES, NOT EXCEEDING 5% OF OUR POST-ISSUE PAID UP EQUITY
SHARE CAPITAL ("EMPLOYEE RESERVATION PORTION"), THE ISSUE LESS THE EMPLOYEE
RESERVATION PORTION IS HEREIN AFTER REFERRED TO AS THE " NET ISSUE".
#Discount of Rs 75 per Equity Share to the Issue Price has been offered to Eligible
Employees (the "Employee Discount"). All amounts have been included talking into
consideration the Employee Discount
Issue Price: Rs 775 per Equity Share of face value of Rs 10 each | Anchor Investor
Issue Price: Rs 775 per Equity Share | The Issue Price is 77.5 times of the face value
Risks to Investors
| I, The five merchant bankers associated with the Issue have handled
twenty two public issues in the past three years, out of which nine issues closed below
the issue price on listing date. II. The Price/Earnings ratio based on diluted
EPS on restated basis for FY16 for the Issuer at the upper end of the Price band is as
high as 28.10, as compared to the Industry average of 25,98. |
III. The Return on Net Worth ("RoNW") for FY 2016,
based on restated Financials, for the Issuer is 17.60%, as compared to Industry
average of 21.98%. IV. Average cost of acquisition of Equity
Shares for Promoter is Rs 71.19 per Equity Share whereas the Issue Price for
the public is much higher at Rs 775 (Upperend of the Price Band), |
BID/ISSUE PERIOD BID/ISSUE OPENED ON OCTOBER 25,
2016* | BID/ISSUE CLOSED ON OCTOBER 27, 2016
*The Anchor Investor Bid/Issue Period was one Working Day prior to the Bid/Issue
Opening Date i.e. October 24,2016 in accordance with the Securities and Exchange Board of
India (Issue of Capital and Disclosure Requirements) Regulations. 2009, as amended ("SEBI
ICDR Regulations')
In terms of Rule 19(2) (b) of the Securities Contracts (Regulation) Rules, 1957, as
amended (the "SCRR"), the Net Issue is being made for at least
10% of the post-Issue paid-up equity share capital of our Company. The Issue is being made
through the Book Building Process in compliance with Regulation 26(1) of the SEEI ICDR
Regulations, wherein not more than 50% of the Net Issue shall be allocated on a
proportionate basis to Qualified Institutional Buyers ("QIBs")
(the "QIBCategory") provided that the Company may , in
consultation with the Global Co-ordinators & Book Running Lead Managers ("GCBRLMs"),
allocate Up to 60% of the QIB Category to Anchor Investors on a discretionary basis in
accordance with the SEBI ICDR Regulation (the "Anchor Investor Portion"'
) of which one-third Is to be reserved for domestic Mutual Funds, subject to valid Bids
being received from domestic Mutual Funds at or above the Anchor investor Issue Price.
Further, 5% of the QIB Category (excluding the Anchor investor Portion) shall be available
for allocation on a proportionate basis only to Mutual Funds, and the remainder of the QIB
Category shall be available for allocation on a proportionate basis to all QIBs (other
than Anchor Investors), including Mutual Funds, subject to valid Bids being received at or
above the Issue Price. Further, not less than 15% of the Net tssue shall be available for
allocation on a proportionate basis to Non-Institutional Investors and not less than 35%
of the Net Issue shall be available for allocation to Retail Individual Investors, in
accordance with the SEBI ICDR. Regulations, subject to valid Bids being received at or
above the Issue Price. Further, 2,50,000 Equity Shares will be available for allocation on
a proportionate basis to Eligible Employees, subject to valid Bids being received from
them at or above the Issue Price, All Investors (except Anchor Investors) have
participated in this Issue only through the Application Supported by Blocked Amount
("ASBA") processr Registrar to an Issue and shall provide
details of their respective bank account which will be blocked by the Self Certified
Syndicate Banks ("SCSBs")'*. For details, sae
"issue Procedure"on page 322 of the Prospectus.
* Anchor Investors are not permitted to participate in the Anchor Investor Portion
through the ASBA process.
The issue received 745,354 applications for 790,602,730 Equity Shares before (technical
rejections) resulting in 20,4111 timesubscription. The details of the Applications
received in the Issue from Retail Individual Investors, Non Institutional Investors,
Qualified Institutional Bidders ("QIBs'') (excluding Anchor Investors), Anchor
investors and Eligible Employees are as under (before technical rejections):
| Category |
No. of
Applications |
No. of Equity
Shares |
Reserved |
No. of times
Subscription |
Amount |
| Retail Individual Investors |
7,43,697 |
1,83,14,176 |
1,34,69,355 |
1.3597 |
14,200,977,294.00 |
| Non Institutional Investors |
864 |
46,32,49,811 |
57,72,581 |
80.2500 |
3,59,018,560.841.00 |
Qualified Institutional Bidders
(excluding Anchor Investors) |
179 |
29,70,52,289 |
77,04,032 |
38.5580 |
2,30,215,523,975.00 |
| Anchor Investors |
71 |
l,18,79,237 |
1,15,37,902 |
1.0296 |
9,206,408,675.00 |
| Eligible Employees |
543 |
1,07,217 |
2,50,000 |
0.4289 |
75,060,355.00 |
| TOTAL |
7,45,354 |
79,06,02,730 |
3,87,33,870 |
20.4111 |
6,12,716,531,140.00 |
Final Demand
A summary of the final demand as per the NSE and the BSE at different bid prices is as
under:
| Bid Price (Rs) |
No, of
Equity Shares |
% to
Total |
Cumulative
Total |
Qimulative %
to Total |
| 750 |
3,03,563 |
0.04 |
3,03,563 |
0.04 |
| 751 |
9,975 |
0.00 |
3,13,538 |
0.04 |
| 752 |
1,007 |
0.00 |
3,14,545 |
0.04 |
| 753 |
342 |
0.00 |
3,14,887 |
0.04 |
| 754 |
190 |
0.00 |
3,15,077 |
0.04 |
| 755 |
1,43,089 |
0.02 |
4,58,166 |
0 06 |
| 756 |
399 |
0 00 |
4,58,565 |
0.06 |
| 757 |
323 |
0.00 |
4,58,888 |
0.06 |
| 758 |
171 |
0.00 |
4,59,059 |
0.06 |
| 759 |
152 |
0.00 |
4,59,211 |
0.06 |
| 760 |
30,001 |
0.00 |
4,89,212 |
0.06 |
| 761 |
437 |
0.00 |
4,89,649 |
0.06 |
| 762 |
1,330 |
0.00 |
4,90,979 |
0,06 |
| 763 |
2,337 |
0.00 |
4,93,316 |
0.06 |
| 764 |
1.33 |
0.00 |
4,93,449 |
0.06 |
| 765 |
3,55,167 |
0,04 |
8,48,616 |
0,10 |
| 766 |
76 |
0.00 |
8,48,692 |
0.10 |
| 767 |
399 |
0.00 |
3,49,091 |
0.10 |
| 768 |
304 |
0.00 |
3,49,395 |
0.10 |
| 769 |
114 |
0.00 |
8,49,509 |
0.10 |
| 770 |
86,355 |
0.01 |
9,35,864 |
0.11 |
| 771 |
722 |
0.00 |
9,36,586 |
0.11 |
| 772 |
608 |
0.00 |
9,37,194 |
0.11 |
| 773 |
4,123 |
0.00 |
9,41,317 |
0.11 |
| 774 |
5,434 |
0,00 |
9,46,751 |
0.11 |
| 775 |
81,30,99,889 |
97.90 |
81,40,46,640 |
98.01 |
| 9999 |
1.65,07,466 |
l.99 |
83,05,54,106 |
100.00 |
| TOTAL |
83,05,54,106 |
100.00 |
|
|
The Basis of Allotment was finalized in consultation with the
Designated Stock Exchange, being National Stock Exchange of India Limited
("NSE") on November 3,2016.
A, Allocation to Retail Individual Investors (After Technical Rejections)
The Basis of Allotment to the Retail Individual Investors, who have bid at cut-off or at
the Issue Price of Rs 775 per Equity Share, was finaliied in consultation with NSE.
This category has been subscribed to the extent of 1.3329 Times after technical rejections
The total number of Fquity Shares Allotted in Retail Individual Investors category is
13,516,919" Equity Shares (includes under subscribed portion of 47.564 Equity Shares
spilled over from Eligible Ernployee portion) to 711,416 successful Applicants. 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 Bidder |
Ratio |
Total No. of
Equity Shares
Allotted |
| 19 |
6,85,492 |
93.44 |
1,30,24,348 |
72.29 |
19 |
32:33 |
1,26,29,965 |
| 38 |
17,224 |
2.35 |
6,54,512 |
3.63 |
19 |
32:33 |
3,17,414 |
| 57 |
7,092 |
0.97 |
4,04,244 |
2.24 |
19 |
32:33 |
1,30,701 |
| 76 |
3,513 |
0.48 |
2,66,988 |
1.48 |
19 |
32:33 |
64,752 |
| 95 |
3,587 |
0.49 |
3,40,765 |
1.89 |
19 |
32:33 |
66,082 |
| 114 |
2,555 |
0.35 |
2,91,270 |
1.62 |
19 |
32:33 |
47,082 |
| 133 |
2,153 |
0.29 |
2,86,349 |
1.59 |
19 |
32:33 |
39,672 |
| 152 |
755 |
0.10 |
1,14,760 |
0.64 |
19 |
32:33 |
13,908 |
| 171 |
389 |
0.05 |
66,519 |
0.37 |
19 |
32:33 |
7,163 |
| 190 |
1,628 |
0.22 |
3,09,320 |
1.72 |
19 |
32:33 |
30,001 |
| 209 |
364 |
0.05 |
76,076 |
0.42 |
19 |
32:33 |
6,707 |
| 228 |
520 |
0.07 |
1,18,560 |
0.66 |
19 |
32:33 |
9,576 |
| 247 |
8,352 |
1.14 |
20,62,944 |
11.45 |
19 |
32:33 |
1,53,881 |
| 46,681 Allottees from
Serial no 2 to 13 allotted 1 (one) additional share |
1 |
1:3112 |
15 |
| TOTAL |
7,33,624 |
100.00 |
1,80,16,655 |
100,00 |
|
|
1,35.16,919 |
"Shortfall from Eligible Employee portion added to Net Issue. For
details refer to Note Under point C. Allocation to Eligible Employees (AfterTechnical
Rejections)
B. Allacation to Non Institutional Investors (After Technical Rejections)
The Basis of Allotment to the Non Institutional Investors, who have bid at the issue
Price of Rs 775 per Equity Share or above, wasfinalized in consultation with NSE.
This category has been subscribed to the extent of 79.9466" times after
technical rejections. The total number of Equity Shares allotted in this category is
5,732,566' Equity Shares (includes under subscribed portion of 20,385 Equity Shares
spilled over from Eligible Employee portion) to 700 successful applicants. The
category-wise details of the Basis of Allotment are as under: (Sample as under)
| Category |
No. of
Applications
Received |
% of
Total |
Total No. of
Equity Shares
Applied |
% to
Total |
No. of Equity
Shares Allotted
per Bidder |
Ratio |
Total No. of
Equity Shares
Allotted |
| 266 |
48 |
5.65 |
12,768 |
0.00 |
19 |
1:6 |
152 |
| 285 |
19 |
2.24 |
5.415 |
0.00 |
19 |
3:19 |
57 |
| 304 |
6 |
0.71 |
1.824 |
0.00 |
19 |
1:6 |
19 |
| 323 |
4 |
0.47 |
1.292 |
0 00 |
19 |
1:4 |
19 |
| 342 |
3 |
0.35 |
1.026 |
0.00 |
19 |
1:3 |
19 |
| 361 |
2 |
0.24 |
722 |
0.00 |
19 |
1:2 |
19 |
| 380 |
26 |
3,06 |
9.880 |
0.00 |
19 |
3:13 |
114 |
| 399 |
2 |
0.24 |
798 |
0.00 |
19 |
1:2 |
19 |
| 418 |
3 |
0.35 |
1,254 |
0.00 |
19 |
1:3 |
19 |
| 437 |
5 |
0.59 |
2,185 |
0.00 |
19 |
1:5 |
19 |
| 456 |
2 |
0.24 |
912 |
0.00 |
19 |
1:2 |
19 |
| 475 |
3 |
0.35 |
1,425 |
0.00 |
19 |
1:3 |
19 |
| 494 |
13 |
1.53 |
6,422 |
0.00 |
19 |
4:13 |
76 |
| 513 |
7 |
0.82 |
3.591 |
0.00 |
19 |
2:7 |
38 |
| 532 |
1 |
0.12 |
532 |
0.00 |
19 |
1:1 |
19 |
"Shortfall from Eligible Employee portion added to Net Issue. Far
details refer to Note Under point C. Allocation to Eligible Employees
(After Technical Rejections)
C. Al location to Eligible Employee (After Technical Rejections)
The Basis of Allotment to the Eligible Employee portion, who have bid at the issue
Price of Rs 775 (A discount of Rs. 75/- per Equity Share has been offered to
Eligible Employees (the "Employee Discount") per Equity Share or above, was
finalized in consultation with NSE, This category has been subscribed to tbe extent of
0.3982 times* after technical rejection. The total number of Equity Shares allotted
in this category is 99,541 Equity Shares to 463 successful applicants. 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 Bidder |
Ratio |
Total No. of
Equity Shares
Allotted |
| 19 |
20 |
4.37 |
380 |
0.38 |
19 |
1 1 |
380 |
| 38 |
22 |
4.75 |
836 |
0.84 |
38 |
1:1 |
836 |
| 57 |
19 |
4.10 |
1,083 |
1.09 |
57 |
1:1 |
1,083 |
| 76 |
22 |
4.75 |
1,672 |
1.68 |
76 |
1:1 |
1,672 |
| 95 |
19 |
4.10 |
1,805 |
1.81 |
95 |
1:1 |
1,805 |
| 114 |
15 |
3,24 |
1,710 |
1.72 |
114 |
1:1 |
1,710 |
| 133 |
14 |
3.02 |
1,862 |
1.87 |
133 |
1:1 |
1,862 |
| 152 |
17 |
3.67 |
2,584 |
2.60 |
152 |
1:1 |
2.584 |
| 171 |
7 |
1,51 |
1,197 |
1.20 |
171 |
1:1 |
1,197 |
| 190 |
4 |
0,86 |
760 |
0.76 |
190 |
1:1 |
760 |
| 209 |
6 |
1.30 |
1.254 |
1.26 |
209 |
1:1 |
1,254 |
| 228 |
4 |
0.S6 |
912 |
0.92 |
228 |
1:1 |
912 |
| 247 |
7 |
1.51 |
1,729 |
1.74 |
247 |
1:1 |
1,729 |
| 266 |
2 |
0.43 |
532 |
0.53 |
266 |
1:1 |
532 |
| 285 |
285 |
61.56 |
81,225 |
81.60 |
285 |
1:1 |
81,225 |
| TOTAL |
463 |
loo.orj |
99,541 |
100.00 |
|
|
99,541 |
Note: *The shortfall from the Eligible Employee portion is Rs.
105,321,300 which is. computed as 250,000 minus 99.541 Equity Shares (valid bids under
Eligible Employee portion) multiplied by Rs. 700 per Equity Share ("Shortfall").
The Shortfall in terms of additional shares to be issued under the Net Issue category at
Rs. 775 per Equity Share is computed at 135,898 Equity Shares. Undersubscribed portion of
135,898 Equity Shares have been spilled over and added to the Net issue and therefore in
the ratio of 50:15:35 to QIB, N1l and Retai1 lndividual Bidders category.
D. Allocation to QlBs (excluding Anchor Investors) (After Technical Rejections)
Allotment to Qibs, who have bid at the Issue Price of Rs 775 per Equity Share, has baen
done on a proportionate basis in consultation with the NSE. This category has been
subscribed To the extent of 33.2209 tiimes'. As per the SEBI ICDR Regulations, Mutual
Funds were allotted 5% of the Equity Shares of Net QlB portion available I.e. 388,599
Equity Shares (includes under subscribed portion of 3,397 Equity Shares spilled over from
Eligible Employee Portion) and other QIBs (including Mutual Funds) were allotted the
remaining, available Equity Shares i.e. 7,383,382 Equity Shares (includes under subscribed
portion of 64,552 Equity Shares spilled over from Eligible Employee Portion) on
aproportionate basis.The total number of Equity Shares allotted in the QIB category is
7,771,981 Equity Shares, which were allotted to 179 successful Applicants.
| Category |
Fls/Banks |
MFs |
ICs |
VCs |
AIF |
FII/FPC |
Others |
Total |
| ALLOTMENT |
19,15,466 |
12,70,091 |
6,27,050 |
32,097 |
73,241 |
38,54,036 |
- |
77,71,981 |
Shortfall from Eligible Employee portion added to Net Issue. For
details refer to Note Under point C. Allocation to Eligible Employees (After Technical
Rejections)
E. Allocation to Anchor Investors.
The Company has allotted 11,537.902 Equity Shares to 43 Anchor Investors, in consultation
with the GCBRLMs, In accordance with the SEBI ICDR Regulati ons, this represents 59.75% of
the QIB Portion.
| Category |
FIs/Banks |
MFs |
ICs |
VCs |
AIF |
FII/FPC |
Others |
Total |
| ALLOTMENT |
- |
38,45,980 |
9,19,942 |
- |
- |
67,71,980 |
- |
1,15,37,902 |
The IPO Committee of the Board of our Company at its meeting held on
November 3, 2016 has taken on record the Basis of Allotment of Equity Shares approved by
the Designated Stack Exchange, being NSE and has allotted the Equity Shares to various
successful applicants.
The Allotment Advice cum Refund Intimations have been dispatc hed to the address. of the
investors as. registered with the depositories. Further, the Instructions to the Self
Certified Syndicate Banks for unblocking of funds, transfer to Public Issue Account have
been issued an November 3, 2016 and payment to non-Syndicate brokers have been issued on
November 3,2016 In case the same is not received, investors may contact the Registrar to
the Issue, Link tntime India Private Limited, at the address given below. The Equity
Shares allotted to the successful allottees have been uploaded on Novemoer3,2016, for
credit in to the respective beneficiary accounts subject to validation of the account
details with the depositories concerned. Our Company has received listing and trading
appro val from NSE and BSE on November 4,2016 and Trading will be effective from
November 7,2016.
INVESTORS PLEASE NOTE
The details of the Basis of Allotment made shall be hosted on the website of the
Registrar to the Issue, Link Intime India Private Limited at www.linkintime.co.in.
All future correspondence in this regard may kindly be addressed to the Registrar to
the Issue quoting full name of the first/ sole Bidder, Bid cum Application Form nurnber,
Bidder DP ID, Client ID, PAN, date of submission of Bid cum Applicaton Form, address of
the Bidder, number of Equity Shares applied for, the name and addresi 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:
Link Intime India Private Limited
C -13, Pannalal Silk Mills Compound, L .B. S. Marg, Bhandup (West),Murnbai 400 078,
Maharashtra, India
Tel: +91 22 6171 5400, Fax: +91 22 2596 0329, E-maii: pnbhfl.ipo@linkintime.co.in
Investor Grievance Email: pnbhfl.ipo@linkintime.co.in. Website: www.linkintime.co.in
Contact Person: Shanti Gopal-Krishnan, SEBI Registration No.: INR0000004058
| Place: New Delhi Date: November 4, 2016 |
For PNB HOUSING FINANCE LIMITED
On behalf of Board of Directors
Sd/-
Company Secretary and Compliance Officer |
THE LEVEL OF SUBSCRIPTION SHOULD NOT BE TAKEN TO BE INDICATIVE OF EITHER THE MAFKET
PRICE OF THE EQUITY SHARES ON LISTING OR. THE BUSINESS PROSPECTS ON PNB HOUSING FlNANCE
LIMITED. |