|Basis of Allotment|
THIS IS A PUBLIC ANNOUNCEMENT FOR INFORMATION 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 NOT FOR PUBLICATION OR DISTRIBUTION.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
ICICI PRUDENTIAL LIFE INSURANCE COMPANY LIMITED
Our Company was incorporated at Mumbai on July 20, 2000 as ICICI Prudential Life Insurance Company Limited, a public limited company under the Companies Act, 1956. Our Company obtained the certificate of commencement of business on October 16, 2000. For details relating to change in the registered office of our Company, see "History and Certain Corporate Matters" on page 180 of the prospectus dated September 23, 2016 (the "Prospectus"). Registered Office and Corporate Office: ICICI PruLife Towers, 1089, Appasaheb Marathe Marg, Prabhadevi. Mumbai 400 025; Tel: (91 22) 4039 1600; Fax: (91 22) 6662 2031; Contact Person: Vyoma Manek, Company Secretary and Compliance Officer; E-mail: email@example.com; Website: www.iciciprulife.com. Corporate Identity Number: U66010MH2000PLC127837; IRDAl Registration Number: 105, dated November 24, 2000.
OUR PROMOTERS: ICICI BANK LIMITED AND PRUDENTIAL CORPORATION HOLDINGS LIMITED
Our Company has filed the Prospectus dated September 23, 2016 with the Registrar of Companies, Mumbai, Maharashtra (the "Prospectus") and the Equity Shares are proposed to be listed on the BSE Limited ("BSE") and the National Stock Exchange of India Limited ("NSE") and the trading will commence on September 29, 2016.
BASIS OF ALLOTMENT
PUBLIC OFFER OF 181,341,058 EQUITY SHARES OF FACE VALUE OF Rs.10 EACH ("EQUITY SHARES") OF ICICI PRUDENTIAL LIFE INSURANCE COMPANY LIMITED (OUR "COMPANY") FOR CASH AT A PRICE OF Rs. 334 PER EQUITY SHARE, THROUGH AN OFFER FOR SALE BY ICICI BANK LIMITED ("PROMOTER SELLING SHAREHOLDER"), AGGREGATING TO Rs. 60,567.91 MILLION (THE "OFFER"). INCLUDING A RESERVATION OF 18,134,105 EQUITY SHARES FOR PURCHASE BY ICICI BANK SHAREHOLDERS FOR CASH AT A PRICE OF Rs. 334 PER EQUITY SHARE AGGREGATING TO Rs. 6,056.79 MILLION (THE "ICICI BANK SHAREHOLDERS RESERVATION PORTION"). THE OFFER WOULD CONSTITUTE 12.63% OF OUR POST-OFFER PAID-UP EQUfTY SHARE CAPITAL AND THE NET OFFER SHALL CONSTITUTE 11.37% OF OUR POST-OFFER PAID-UP EQUITY SHARE CAPITAL.
OFFER PRICE: Rs. 334 PER EQUITY SHARE OF FACE
VALUE OF Rs. 10 EACH
Risks to Investors relating to pricing:
The GCBRLMs and the BRLMs to the Offer have handled 33* public issues in the past three years out of which 8 issues closed below the issue price on the listing date.
The Price/Earnings ratio based on consolidated diluted EPS for Fiscal 2016 for the Company at the upper end of the Price Band is 29.0 times. There are no listed life insurance companies in India and hence average P/E ratio for the industry is not available. Average P/E ratio for S&P BSE SENSEX for the last quarter ended June 30, 2016 was 19.26 times. P/E ratio for S&P BSE SENSEX as on September 23, 2016 (Date of Prospectus) was 21.79 times. Average P/E ratio for NIFTY 50 for the last quarter ended June 30, 2016 was 21.80 times. P/E ratio for NIFTY 50 as on September 23, 2016 (Date of Prospectus) was 24.24 times.
Average cost of acquisition of Equity Shares for the Promoter Selling Shareholder in the Offer is Rs. 36.19 per Equity Share and the Offer Price at the upper end of the Price Band is Rs. 334 per Equity Share. This average cost of acquisition of the Equity Shares for Promoter Selling Shareholder is significantly lower as compared to the upper end of the Price Band.
As on the date of the Prospectus
BIO/OFFER PERIOD: OPENED ON: MONDAY, SEPTEMBER 19, 2016;
This Offier is being made through the Book Building Process, in terms of Rules 19(2)(b) of the Securities Contracts (Regulation) Rules, 1957, as amended ("SCRR"). The Offer was made in accordance with Regulation 26(1) of the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2009, as amended ("SEBl Regulations"), wherein not more than 50% of the Net Offer has been allocated on a proportionate basis to Qualified Institutional Buyers ("QIBs"). Our Company and the Promoter Selling Shareholder have in consultation with the GCBRLMs and the BRLMs, allocated 60% of the QIB Portion to Anchor Investors on a discretionary basis, out of which one-third was reserved for domestic Mutual Funds only, subject to valid Bids being received from domestic Mutual Funds at the Anchor Investor Allocation Price, in accordance with the SEBl Regulations 5% of the QIB Portion (excluding the Anchor Investor Portion) was allocated on a proportionate basis to Mutual Funds only, and the remainder of the QIB Portion was available for allocated on a proportionate basis to all QIB Bidders (other than Anchor Investors), including Mutual Funds, subject to valid Bids being received at the Offer Price Further, not less than 15% of the Net Offer was available for allocation on a proportionate basis to Non-Institutional Investors and not less than 35% of the Net Offer was available for allocation to Retail Individual Bidders in accordance with the SEBl Regulations, subject to valid Bids being received at the Offer Price. All potential investors, other than Anchor Investors, were required to mandatorily utilise the Application Supported by Blocked Amount ("ASBA") process providing details of their respective bank account which were blocked by the SCSBs, to participate in this Offer. For details, see "Offer Procedure" beginning on page 559 of the Prospectus. The Offer received 1,129,345 applications for 1,432,041,732 Equity Shares (prior to technical rejections) resulting in 7.90 times subscription. The details of the applications received in the Offer from various categories are as under: (before technical rejections):
A summary of the final demand as at different Bid prices is as under:
The Basis of Allotment was finalized in consultation with the
Designated Stock Exchange, being the NSE on September 27, 2016.
The Basis of Allotment to the Retail Individual Bidders, who have bid at the Cut-Off Price or at the Offer Price of Rs. 334 per Equity Share, was finalized in consultation with the NSE. This category has been subscribed to the extent of 1,3268 times. The total number of Equity Shares Allotted in Retail category is 57,122,434 Equity Shares to 1,024,479 successful Retail Individual Bidders. The category-wise details of the Basts of Allotment are as under:
B. Allotment to Non-Institutional Bidders (After Technical Rejections)
The Basis of Allotment to the Non-lnstitutional Bidders, who have bid at the Offer Price of Rs. 334 per Equrty Share, was finalized in consultation with the NSE. The Non-lnstitutional category has been subscribed to the extent of 28,5087 times. The total number of Equity Shares Allotted in this category is 24,481,043 Equity Shares to 1,381 successful Non-lnstitutional Bidders. The category-wise details of the Basis of Allotment are as under: (Sample as under)
C. Allotment to QIBs (After Technical Rejections)
Allotment to QIBs, who have Bid at the Offer Pnce of Rs.334 per Equity Share, has been done on a proportionate basis in consultation with the NSE. The category has been subscribed to the extent of 11.8283 times of QIB Portion. As per the SEBI Regulations, Mutual Funds were Allotted 5% of the Equity Shares of QIB Portion available i e. 1,632,070 Equity Shares and other QIBs and unsatisfied demand of Mutual Funds were Allotted the remaining available Equity Shares i.e. 31,009,321 Equity Shares, on a proportionate basis. The total number of Equity Shares Allotted in the QIB category is 32,641,391 Equity Shares, which were allotted to 153 successful QIB Bidders. The category-wise details of the Basis of Allotment are as under:
D. Allotment to Anchor Investors (After Technical Rejections)
The Company and the Selling Shareholder, in consultation with the GCBRLMs and the BRLMs, have ellocated 48,962,085 Equity Shares to 69 Anchor Investors (through 38 Applications) at the Anchor Investor Offer Price of Rs.334 per Equity Share in accordance with the SEBI Regulations. This represents 60% of the QIB category.
E. Allotment under ICICI Bank Shareholders Reservation Portion (After Technical Rejections)
The Basis of Allotment to investors under the ICICI Bank Shareholders Reservation Portion, who have bid at the Offer Price of Rs. 334 per Equity Share, was finalized in consultation with the NSE. The ICICI Bank Shareholders Reservation subscribed to the extent of 11,9485 times. The total number of Equity Shares Allotted in this category is 18,134,105 Equity Shares to 25,933 successful Bidders. The category-wise details of the Basis of Allotment are as under: (Sample as under)
The IPO Committee of our Company on September 27, 2016 has taken on record the Basis of Allotment of Equity Shares approved by the Designated Stock Exchange, being NSE and has allotted the Equty Shares to various successful Bidders. The Allotment Advice-cum-Intimations and/ or notices have been dispatched 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 Offer Account have been issued on September 27, 2016 and payment to non-Syndicate brokers have been issued on September 28, 2016. In case the same is not received within ten days, investors may contact the Registrar to the Offer at the address given below. The details of Equity shares Allotted to the successful Allottees have been uploaded on Septernber 27, 2016 for credit into the respective beneficiary accounts subject to validation of the account details with the depositories concerned. The Company has filed the Listing application with NSE and BSE on September 27, 2016. The Company has received listing and trading approval from NSE and BSE and the trading is expected to commence on September 29, 2016.
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 detaes of the allotment made will be hosted on the website of the Registrar of 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, Bid cum Application Form number, Bidder DP ID, Client ID, PAN, date of submission of Bid cum Application Form, address of the Bidder, number of Equty 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
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 ICICI PRUDENTIAL LIFE INSURANCE COMPANY LIMITED.