|Basis of Allotment|
THIS IS A PUBLIC ANNOUNCEMENT FOR INFORMATION PURPOSES ONLY AND IS NOT A PROSPECTUS ANNOUNCEMENT AND DOES NOT CONSTITUTE AN INVITATION OR OFFER TO ACQUIRE. PURCHASE OR SUBSCRIBE TO SECURITIES. NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION DIRECTLY OR INDIRECTLY OUTSIDE INDIA
|MEDPLUS HEALTH SERVICES LIMITED|
Our Company was incorporated as 'Med Plus Health Services Private Limited' at Hyderabad, Andhra Pradesh as a private limited company under the Companies Act, 1956, and was granted the certificate of incorporation on November 30, 2006 by the Registrar of Companies, Andhra Pradesh at Hyderabad. Our Company was converted from a private limited company to a public limited company, pursuant to a special resolution passed by our Shareholders at the extraordinary general meeting held on June 1, 2021 and the name of our Company was changed to 'MedPlus Health Services Limited'. Consequently, a fresh certificate of incorporation was issued by the Registrar of Companies, Telangana at Hyderabad ('RoC') on June 28, 2021. For further details see, "History and Certain Corporate Matters" on page 169 of the prospectus.
|Registered Office 707, 7th Floor, 5-9-13. Taramandal Commercial Complex, Saifabad, Hyderabad - 500 004, Telangana, India; Tel: +91 040 6724;|
|Corporate Office Municipal No: 11-6-56, Survey 257 & 258/1. C Block, III Floor, Opp: Railway Siding (Moosapet), Kukatpally, Hyderabad - 500 037, Telangana, India;|
|Tel: +91 040 6724; Website www.medplusindia.com; E-mail: email@example.com|
|Contact Person: Parag Jain, Company Secretary and Compliance Officer;|
|Corporate Identity Number U85110TG2006PLC051845|
|OUR PROMOTERS: GANGADI MADHUKAR REDDY, LONE FURROW INVESTMENTS PRIVATE LIMITED AND AGILEMED INVESTMENTS PRIVATE LIMITED|
Our Company has filed the Prospectus dated December 16, 2021, with the RoC, (the "Prospectus") and the Equity Shares are proposed to be listed on BSE Limited ("BSE") and National Stock Exchange of India Limited ("NSE") and the trading will commence on December 23, 2021.
|BASIS OF ALLOTMENT|
INITIAL PUBLIC OFFERING OF 17,573,342 EQUITY SHARES OF FACE VALUE OF RS. 2 EACH ("EQUITY SHARES") OF MEDPLUS HEALTH SERVICES LIMITED (OUR "COMPANY" OR THE "COMPANY" OR THE "ISSUER") FOR CASH AT A PRICE OF RS. 796 PER EQUITY SHARE (INCLUDING A PREMIUM OF RS. 794 PER EQUITY SHARE) ("OFFER PRICE") AGGREGATING TO RS. 13,982.95 MILLION (THE "OFFER"), COMPRISING OF A FRESH ISSUE OF 7,544,511 EQUITY SHARES AGGREGATING TO RS. 6,000 MILLION (THE "FRESH ISSUE") BY OUR COMPANY AND AN OFFER FOR SALE OF 10,028,831 EQUITY SHARES AGGREGATING TO RS. 7,982.95 MILLION (THE "OFFER FOR SALE"), COMPRISING OF 7,826,626 EQUITY SHARES AGGREGATING TO RS. 6,230 MILLION BY PI OPPORTUNITIES FUND - I ("INVESTOR SELLING SHAREHOLDER"), 1,344,221 EQUITY SHARES AGGREGATING TO RS. 1,070.00 MILLION BY S. S. PHARMA LLC, 402,010 EQUITY SHARES AGGREGATING TO RS. 320.00 MILLION BY SHORE PHARMA LLC, 125,628 EQUITY SHARES AGGREGATING TO RS. 100.00 MILLION BY NATCO PHARMA LIMITED, 125,628 EQUITY SHARES AGGREGATING TO RS. 100.00 MILLION BY TIME CAP PHARMA LABS PRIVATE LIMITED, 89,547 EQUITY SHARES AGGREGATING TO RS. 71.28 MILLION BY A. RAGHAVA REDDY, 53,115 EQUITY SHARES AGGREGATING TO RS. 42.28 MILLION BY K PRAKURTHI, 27,135 EQUITY SHARES AGGREGATING TO RS.21.60 MILLION BY NAVDEEP PATYAL, 18,467 EQUITY SHARES AGGREGATING TO RS. 14.70 MILLION BY SANGEETA RAJU, 14,974 EQUITY SHARES AGGREGATING TO RS. 11.92 MILLION BY R. VENKAT REDDY, 276 EQUITY SHARES AGGREGATING TO RS. 0.22 MILLION BY TK KURIEN, 251 EQUITY SHARES AGGREGATING TO RS. 0.20 MILLION BY NITHYA VENKATARAMANI, 251 EQUITY SHARES AGGREGATING TO RS. 0.20 MILLION BY ATUL GUPTA, 251 EQUITY SHARES AGGREGATING TO RS. 0.20 MILLION BY MANOJ JAISWAL, 251 EQUITY SHARES AGGREGATING TO RS. 0.20 MILLION BY RAHUL GARG, 100 EQUITY SHARES AGGREGATING TO RS. 0.08 MILLION BY KOLLENGODE RAMANATHAN LAKSHMINARAYANA AND 100 EQUITY SHARES AGGREGATING TO RS. 0.08 MILLION BY BIJOU KURIEN (COLLECTIVELY, THE "OTHER SELLING SHAREHOLDERS" AND COLLECTIVELY WITH THE INVESTOR SELLING SHAREHOLDER ARE REFERRED TO AS THE "SELLING SHAREHOLDERS") AND SUCH EQUITY SHARES, THE "OFFERED SHARES"). THE OFFER INCLUDES A RESERVATION OF 69,637 EQUITY SHARES, AGGREGATING UP TO RS. 50 MILLION (CONSTITUTING UP TO 0.06% OF THE POST-OFFER PAID-UP EQUITY SHARE CAPITAL), FOR SUBSCRIPTION BY ELIGIBLE EMPLOYEES ("EMPLOYEE RESERVATION PORTION"). THE OFFER LESS THE EMPLOYEE RESERVATION PORTION IS HEREINAFTER REFERRED TO AS THE "NET OFFER". OUR COMPANY AND THE INVESTOR SELLING SHAREHOLDER MAY. IN CONSULTATION WITH THE BOOK RUNNING LEAD MANAGERS, OFFER A DISCOUNT OF 9.80% TO THE OFFER PRICE TO ELIGIBLE EMPLOYEES BIDDING IN THE EMPLOYEE RESERVATION PORTION ("EMPLOYEE DISCOUNT"). THE OFFER AND THE NET OFFER SHALL CONSTITUTE 14.72% AND 14.67%, RESPECTIVELY, OF THE POST-OFFER PAID-UP EQUITY SHARE CAPITAL OF OUR COMPANY").
THE FACE VALUE OF EQUITY SHARES IS RS. 2 EACH. THE OFFER PRICE IS 398 TIMES THE FACE VALUE OF THE EQUITY SHARES.
* A DISCOUNT OF 178 PER EQUITY SHARE WAS OFFERED TO ELIGIBLE EMPLOYEES BIDDING IN THE EMPLOYEE RESERVATION PORTION.
|OFFER PRICE: RS. 796 PER EQUITY SHARE OF FACE VALUE OF RS. 2 EACH|
|ANCHOR INVESTOR OFFER PRICE: RS. 796 PER EQUITY SHARE|
|THE OFFER PRICE IS 398 TIMES THE FACE VALUE OF THE EQUITY SHARES|
|Risks to Investors:|
|||The four BRLMs associated with the Offer have handled 59 public issues in the past 3 years, out of which 23 issues closed below the offer price on the listing date.|
|||The Price/Earnings ratio based on diluted EPS for Fiscal 2021 for our Company at higher end of the price band is 138.43 and Price/Earnings ratio of CNX Nifty as on the date of RHP is 23.73.|
|||Weighted Average Return on Net Worth for Fiscals 2021, 2020, 2019 is 5.19%.|
|||Average cost of acquisition of Equity Shares for the Selling Shareholders ranges from Rs. 0.02 per Equity Share to Rs.166.45 per Equity Share and Offer Price at upper end of the Price Band is Rs.796 per Equity Share.|
|||Details of acquisition of all Equity Shares transacted in last three years and one year preceding the date of the RHP:|
|Period||Weighted Average Cost of Acquisition (in Rs.)||Upper end of the Price band (Rs.796) is 'X' times the weighted Average cost of Acquisition||Range of acquisition price: Lowest Price - Highest Price (in Rs.)|
|Last 1 year||195.05||4.08||143.73-347.32|
|Last 3 years||190.86||4.17||143.73-347.32|
Note: Weighted average cost of acquisition and the range of acquisition price have been calculated adjusted for split and bonus issuances. Also, all gift transfers of equity shares and allotment of equity shares to employees under ESOP schemes have not been considered for the calculation of weighted a trerage cost of acquisition and the range of acquisition price.
|BID/OFFER PERIOD: OPENED ON: MONDAY, DECEMBER 13, 2021|
|CLOSED ON: WEDNESDAY, DECEMBER 15, 2021|
|ANCHOR INVESTOR PERIOD WAS: FRIDAY, DECEMBER 10, 2021|
The Offer was made through the Book Building Process, in terms of Rule 19(2)(b) of the Securities Contracts (Regulation) Rules, 1957, as amended ("SCRR") read with Regulation 31 of the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018, as amended (the "SEBI ICDR Regulations"). This Offer is in compliance with Regulation 6(1) of the SEBI ICDR Regulations wherein not more than 50% of the Net Offer was made available for allocation on a proportionate basis to Qualified Institutional Buyers ('QIBs' and such portion the "QIB Portion") provided that our Company and the Investor Selling Shareholder, in consultation with the BRLMs had allocated 60% of the QIB Portion to Anchor Investors on a discretionary basis in accordance with the SEBI ICDR Regulations ("Anchor Investor Portion"), of which one-third was reserved for domestic Mutual Funds, subject to valid Bids having been received from domestic Mutual Funds at or above the Anchor Investor Allocation Price, in accordance with the SEBI ICDR Regulations. Further. 5% of the Net QIB Portion was made available for allocation on a proportionate basis to Mutual Funds only and the remainder of the Net QIB Portion was made available for allocation on a proportionate basis to all QIBs (other than Anchor Investors) including Mutual Funds, subject to valid Bids having been received at or above the Offer Price. Further, not less than 15% of the Net Offer was made available for allocation on a proportionate basis to Non-Institutional Bidders and not less than 35% of the Net Offer was made available for allocation to Retail Individual Bidders ("RIB") in accordance with the SEBI ICDR Regulations, subject to valid Bids being received from them at or above the Offer Price. Further, 69,637 Equity Shares aggregating to Rs. 50 million will be available for allocation to Eligible Employees, subject to valid Bids being received at or above the Offer Price. All Bidders (except Anchor Investors) were required to mandatonly utilise the Application Supported by Blocked Amount ("ASBA") process by providing details of their respective ASBA accounts and UPI ID (in case of RIBs using the UPI Mechanism), in which case the corresponding Bid Amounts were blocked by the SCSBs or under the UPI Mechanism, as applicable to participate in the Offer. Anchor Investors were not permitted to participate in the Anchor Investor Portion of the Offer through the ASBA process. For details, see 'Offer Procedure' on page 338 of the Prospectus.
The bidding period for Anchor Investor opened and closed on Friday, December 10, 2021. The Company received 36 applications from 25 Anchor Investors for 5,534,352 equity shares. The Anchor Investor offer price was finalized at Rs.796 per Equity Share. A total of 5,251,111 Equity shares were allocated under the Anchor Investor Portion aggregating to Rs. 4,179,884,356
The Offer received 1,294,261 applications for 652,114,188 Equity Shares (prior to technical rejections) resulting in 52.92 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 Applied||No. of Equity Shares||Equity Shares Reserved as per Prospectus||No. of times Subscribed||Amount (Rs.)|
|A.||Retail Individual Investors||1,288,306||26,139,834||6,126,297||4.27||20,809,629,812|
|C.||Qualified Institutional Bidders (excluding Anchor Investors)||146||399,151,368||3,500,741||114.02||317,724,488,928|
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|
The Basis of Allotment was finalized in consultation with the Designated Stock Exchange, being the BSE on December 20, 2021.
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. 796 per Equity Share, was finalized in consultation with BSE. This category has been subscribed to the extent of 4.16901 times. The total number of Equity Shares Allotted in Retail Portion is 6,126,297 Equity Shares to 340,349 successful Retail Individual Bidder. 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|
Please Note: 1 additional Share shall be allotted to 15 Allottees from amongst 14645 Successful Applicants from the categories 36-234 (i.e. excluding successful applicants from Category 18) in the ratio of 3:2929
B. Allotment to Non-Institutional Bidders (After Technical Rejections)
The Basis of Allotment to the Non-Institutional Bidders, who have bid at the Offer Price of Rs. 796 per Equity Share, was finalized in consultation with BSE. The Non-Institutional Portion has been subscribed to the extent of 86.27107 times. The total number of Equity Shares Allotted in this category is 2,625,556 Equity Shares to 1,679 successful Non- Institutional Bidder. 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 Bidder||Ratio||Total No. of Equity Shares Allotted|
C. Allotment to Eligible Employees:
The Basis of Allotment to the Eligible Employees, who have placed bid at the Offer Price of Rs. 796 (including discount of Rs. 78 per Equity Share offered to Eligible Employees) per Equity Share, was finalized in consultation with BSE. The Employee Portion has been subscribed to the extent of 1.85953 times. The total number of Equity Shares Allotted in this category is 69,637 Equity Shares to 717 successful Employees. 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|
D. Allotment to QIBs
Allotment to QIBs. who have Bid at the Offer Price of Rs. 796 per Equity Share, has been done on a proportionate basis in consultation with BSE. This category has been subscribed to the extent of 114.01911 times of QIB Portion. As per the SEBIICDR Regulations. Mutual Funds were Allotted 5% of the Equity Shares of QIB Portion available i.e.. 175,038 Equity Shares and other QIBs and unsatisfied demand of Mutual Funds were Allotted the remaining available Equity Shares i.e., 3,325,703 Equity Shares on a proportionate basis. The total number of Equity Shares Allotted in the QIB Portion is 3,500,741 Equity Shares, which were allotted to 146 successful QIB Bidders. The category-wise details of the Basis of Allotment are as under:
E. Allotment to Anchor Investors
The Company and the Selling Shareholders, in consultation with the BRLMs, have allocated 5,251,111 Equity Shares to 25 Anchor Investors (through 36 Applications) at the Anchor Investor Offer Price of Rs. 796 per Equity Share in accordance with the SEBI ICDR Regulations. This represents 60% of the QIB Portion.
The IPO Committee of our Company on December 20, 2021 has taken on record the Basis of Allotment of Equity Shares approved by the Designated Stock Exchange, being BSE and has allotted the Equity Shares to various successful Bidders. The Allotment Advice-Cum Refund Intimations and/ or notices are being 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 December 20, 2021 and payment to non-Syndicate brokers have been issued on December 21, 2021 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 December 21, 2021 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 December 22, 2021. The Company has received listing and trading approval from NSE and BSE and the trading will commence on December 23, 2021.
Note: 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 has been hosted on the website of the Registrar to the Offer, KFin Technologies Private Limited at www.kfintech.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 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:
|KFin Technologies Private Limited|
|Selenium, Tower B. Plot No- 31 and 32, Financial District,|
|Nanakramguda. Serilingampally, Hyderabad, Rangareddi - 500 032, Telangana. India|
|Tel +91 40 6716 2222/ 180034 54001 E-mail firstname.lastname@example.org|
|Investor grievance e-mail email@example.com Website www.kfintech.com;|
|Contact person M Murali Krishna SEBI Registration No. INR000000221|
|For MEDPLUS HEALTH SERVICES LIMITED|
|On behalf of the Board of Directors|
|Place: Hyderabad, Telangana||Sd/-|
|Date: December 22, 2021||Company Secretary and Compliance Officer|
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 MEDPLUS HEALTH SERVICES LIMITED.
MEDPLUS HEALTH SERVICES LIMITED has filed the Prospectus dated December 16, 2021 with RoC. The Prospectus is available on the website of SEBI at www.sebi.gov.in, websites of the Stock Exchanges i.e. BSE Limited and National Stock Exchange of India Limited at www.bseindia.com and www.nseindia.com, respectively, and is available on the websites of the BRLMs, i.e. Axis Capital Limited, Credit Suisse Securities (India) Private Limited, Edelweiss Financial Services Limited and Nomura Financial Advisory and Securities (India) Private Limited at www.axiscapital.co.in, www.creditsuisse.com, www.edelweissfin.com and www.nomuraholdings.com/company/group/asia/india/index.html, respectively. Investors should note that investment in equity shares involves a high degree of risk and for details relating to the same, please see the section entitled "Risk Factors" on page 29 of the Prospectus. Potential investors should not rely on the DRHP for making any investment decision.
The Equity Shares offered in the Offer have not been and will not be registered under the U S. Securities Act of 1933, as amended ("U.S. Securities Act"), or any state law of the United States and. unless so registered, may not be offered or sold within the United States, except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the U.S. Securities Act and applicable state securities laws Accordingly, the Equity Shares are being offered and sold (i) within the United States only to persons reasonably believed to be "qualified institutional buyers" (as defined in Rule 144A under the U.S. Securities Act) pursuant to Section 4(a) of the U.S Securities Act, and (ii) outside the United States in offshore transactions as defined in and in compliance with Regulation S under the U S. Securities Act and the applicable laws of the jurisdiction where those offers and sales are made. There will be no public offering of the Equity Shares in the United States.