|Basis of Allotment|
|Not for release
in the United States. This is only an advertisement for information purpose. 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 Not for publication or distribution, directly or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.
PENNAR ENGINEERED BUILDING SYSTEMS LIMITED
Our Company was incorporated under the Companies Act, 1956 as "Pennar Engineered Building Systems Limited', a public limited company pursuant to a certificate of incorporation dated January 17,2008 and received a certificate of commencement of business on February 19,2008. For details of change in the registered office of our Company, see "History and Corporate Structure' on Page 158 of the Prospectus dated September 2,2015 ("Prospectus').
Registered & Corporate Office: 9th Floor, DHFLVC Silicon
Towers, Kondapur, Hyderabad 500 084, Telangana, India. Contact Person: Subhash
Kishan Kandrapu, Company Secretary and Compliance Officer; Tel: +9140 40210525; Fax:
+9140 4018 6992; Email: firstname.lastname@example.org
PUBLIC ISSUE OF 8,774,567 EQUITY SHARES OF FACE VALUE OF RS 10 EACH (THE "EQUITY SHARES") OF PENNAR ENGINEERED BUILDING SYSTEMS LIMITED, (THE "COMPANY" OR THE "ISSUER") FOR CASH AT A PRICE OF RS 178 PER EQUITY SHARE (INCLUDING A SHARE PREMIUM OF RS 168 PER EQUITY SHARE) AGGREGATING TO RS 1,561.87 MILLION CONSISTING OF A FRESH ISSUE OF 3,258,426 EQUITY SHARES AGGREGATING TO RS 580 MILLION BY OUR COMPANY (THE "FRESH ISSUE") AND AN OFFER FOR SALE OF 5,516,141 EQUITY SHARES BY THE SELLING SHAREHOLDERS (AS DEFINED IN "DEFINITIONS AND ABBREVIATIONS" ON PAGE 6 OF THE PROSPECTUS) AGGREGATING TO RS 981.87 MILLION (THE"OFFER FOR SALE" AND THE FRESH ISSUE ARE TOGETHER REFERRED TO AS, THE "ISSUE"). THE ISSUE WILL CONSTITUTE 25.60% OF THE FULLY DILUTED POST ISSUE PAID-UP EQUITY SHARE CAPITAL OF OUR COMPANY.
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 OR AROUND SEPTEMBER 10,2015.
ISSUE PRICE: RS 178 PER EQUITY SHARE OF FACE VALUE OF RS 10 EACH
In terms of Rule 19(2)(b)(i) of the Securities Contracts (Regulation) Rules, 1957, as amended, (the "SCRR") this Issue was made for at least 25.00% of the post Issue paid-up Equity Share capital of our Company. The Issue was made through the Book Building Process, in compliance with Regulation 26(1) of the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2009, as amended ("SEBIICDR Regulations") where not more than 50.00% of the Issue was available for allocation on a proportionate basis to Qualified Institutional Buyers ("QIBs") (the "QIB Category").Our Company and the Selling Shareholders had, in consultation with the Book Running Lead Managers allocated 60.00% of the QIB Category to Anchor Investors, on a discretionary basis (the "Anchor Investor Portion"), of which one-third was reserved for domestic Mutual Funds, subject to valid Bids being received from domestic Mutual Funds at or above the Anchor Investor Allocation Price. Further, 5.00% of the QIB Category (excluding the Anchor Investor Portion) was available for allocation on a proportionate basis to Mutual Funds only. The remainder was available for allocation on a proportionate basis to QIBs and Mutual Funds, subject to valid Bids being received from them at or above the Issue Price. Further, not less than 15.00% of the Issue was available tor allocation on a proportionate basis to Non-Institutional Investors and not less than 35.00% of the Issue was 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. Subject to valid Bids being received at or above the Issue Price, undersubscription, if any, in the Non-Institutional Portion and Retail Portion would be allowed to be met with spill-over from other categories or a combination of categories at the discretion of our Company and the Selling Shareholders in consultation with the BRLMs and the Designated Stock Exchange.Retail Individual Investors participated in this Issue through the Non-ASBA process as well as through ASBA process by providing details of the ASBA Accounts in which the corresponding Bid Amounts were blocked by the SCSBs. QIBs (excluding Anchor Investors) and Non-Institutional Investors participated in the Issue only through the ASBA process. Anchor Investors were not permitted to participate in the Anchor Investor Portion through the ASBA process. For details, see "Issue Procedure' beginning on Page 320 of the Prospectus.
The Issue received 12,874 Applications for 10,940,960 Equity Shares (before technical rejections) resulting in 1.25 times subscription. The details of the Applications received in the Issue from various categories are as under: (Before technical rejections)
The Basis of Allotment was finalized in consultation with the
Designated Stock Exchange, being BSE on September 3,2015.
B. Allotment to Non Institutional Investors (After
Technical Rejections) (including ASBA Applications):
C. Allotment to QIBs, excluding Anchor Investors (After Technical
The un-subscribed portion of 114,024 equity shares of Retail Individual
Investors and Non-Institutional Investors was added to QIBs - Mutual Funds. The
un-subscribed portion of 2,166,461 equity shares of Retail Individual Investors and
Non-Institutional Investors was added to QIBs - Other QIBs + Mutual Funds. D. Allotment
to Anchor Investors:
Note: All capitalized terms used and not defined herein shall have the respective
meanings assigned to them in the Prospectus.
These details of the Allotment made shall be hosted on the website of Registrar to the Issue, Karvy Computershare Private Limited at www.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
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 PENNAR ENGINEERED BUILDING SYSTEMS LIMITED.
The Equity Shares offered in the Issue have not been and will not be registered under the U.S. Securities Act, 1933 ("U.S. Securities Act") or any state securities laws in the United States, and 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 U.S. state securities laws. Accordingly, the Equity Shares are only being offered and sold outside the United States in offshore transactions in reliance on Regulation Sunder the U.S. Securities Act and applicable laws of the jurisdictions where such offers and sales occur.