|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NOT FOR PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY OUTSIDE INDIA)
MUSIC BROADCAST LIMITED
Our Company was incorporated as 'Music Broadcast Private Limited' on November 4,1999, at Kolkata as a private limited company under the Companies Act, 1956. Our Company was converted into a public limited company pursuant to a resolution of our Shareholders at an extraordinary general meeting held on June 15,2015 and consequently, the name of our Company was changed to Music Broadcast Limited and afresh certificate of incorporation consequent upon conversion to public limited company was issued by the Registrar of Companies, Mumbai ("RoC") on June 25,2015. For details of changes in the name and the registered office of our Company, see "History and Certain Corporate Matters" on page 123 of the Prospectus dated March 10,2017 (the "Prospectus").
Registered and Corporate Office: 5th Floor, RNA
Corporate Park, Off Western Express Highway, Kalanagar, Bandra (East), Mumbai 400 051;
BASIS OF ALLOTMENT
Our Company has filed the Prospectus dated March 10, 2017 with the Registrar of Companies, Mumbai, Maharashtra (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 March 17,2017.
PROMOTER OF OUR COMPANY: JAGRAN PRAKASHAN LIMITED
INITIAL PUBLIC OFFER OF 14,670,530 EQUITY SHARES OF FACE VALUE RS 10 EACH (THE "EQUITY SHARES") OF MUSIC BROADCAST LIMITED (OUR "COMPANY" OR THE "COMPANY" OR THE "ISSUER") FOR CASH AT A PRICE OF RS 333 PER EQUITY SHARE AGGREGATING UP TO RS 4,885.29 MILLION (THE "OFFER") CONSISTING OF A FRESH ISSUE OF UP T0 12,012,012 EQUITY SHARES AT A PRICE OF RS 333 PER EQUITY SHARE (INCLUDING A SHARE PREMIUM OF RS 323 PER EQUITY SHARE) BY OUR COMPANY AGGREGATING TO RS 4,000 MILLION (THE "FRESH ISSUE") AND AN OFFER FOR SALE OF 2,658,518 EQUITY SHARES BY THE SELLING SHAREHOLDERS (AS DEFINED IN THE PROSPECTUS) AGGREGATING RS 885.29 MILLION (THE "OFFER FOR SALE"). THE OFFER WOULD CONSTITUTE 25.71% OF OUR POST-OFFER PAID-UP EQUITY SHARE CAPITAL OF OUR COMPANY.
Offer Price: RS 333 per equity share of face value of RS 10 each
Risks to Investors:
(I) ICICI Securities Limited, the merchant banker associated with
the Offer has handled 18 public issues in the past three years, out of which 5 issues
closed below the issue price on listing date.
OFFER PERIOD: OPENED ON: MONDAY, MARCH 06, 2017
ANCHOR INVESTOR BIDDING DATE WAS ONE WORKING DAY PRIOR TO THE BID/OFFER OPENING DATE i.e. FRIDAY, MARCH 03, 2017
In terms of Rule 19(2)(b)(ii) of the Securities Contracts (Regulation) Rules, 1957, as amended (the "SCRR"), this is an Offer for at least such percentage of the post-Offer paid-up Equity Share capital of our Company which will be equivalent toRs 4,000,00 million calculated at the Offer Price and the post-Offer capital of our Company calculated at the Offer Price is more than Rs16,000 million but less than or equal to Rs 40,000 million. The Offer has been 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 ("SEBI ICDR Regulations"), wherein 50% of the Offer was allocated on a proportionate basis to qualified institutional buyers ("QIBs"). Our Company, in consultation with the BRLM, allocated up to 60% of the QIB Portion to Anchor Investors ("Anchor Investor Portion") on a discretionary basis, out of which at least one-third was available for allocation to Mutual Funds only subject to valid Bids being received from domestic Mutual Funds at or above the Anchor Investor Allocation Price. Such number of Equity Shares representing 5% of the Net QIB Portion (defined in the Prospectus) was available for allocation on a proportionate basis to Mutual Funds only, and the remaining Net QIB Portion was available for allocation on a proportionate basis to all QIBs, including Mutual Funds, subject to valid Bids being received at or above Offer Price. Further, not less than 15% of the Offer was available for allocation on a proportionate basis to Non-Institutional Investors and not less than 35% of the Offer was available for allocation to Retail Individual Investors in accordance with the SEBI ICDR Regulations, subject to valid Bids being received from them at or above the Offer Price. All Investors (except Anchor Investors) were mandatorily required to participate in this Offer only through the Application Supported by Blocked Amount ("ASBA") process, by providing details of their respective bank account in which the Bid amount was blocked by the Self Certified Syndicate Banks ("SCSBs"). For further details, see "offer Procedure" on page 237 of the Prospectus.
The bidding for Anchor Investors opened and closed on March 03,2017.The Company received 19 Anchor Investor Application Forms from 15 Investors for 4,699,755 Equity Shares. The Anchor Investor Offer Price was finalized at Rs 333 per Equity Share. A total of 4,401,158 Equity Shares were allocated under the Anchor Investor Portion, aggregating to Rs 1,465,585,614.
The Offer (excluding Anchor) received 894,994 applications for 410,148,450 Equity Shares (prior to technical rejections) resulting in 39.94 times subscription. The details of the applications received in the Offer from various cateaories are as under: (before technical rejections):
The Basis of Allotment was finalized in consultation with BSE on March 14,2017.
A. Allotment to Retail Individual Investors (after technical rejections)
The Basis of Allotment to the Retail Individual Investors, who have bid at the Cut-Off Price or at the Offer Price of Rs 333 per Equity Share, was finalized in consultation with BSE. This category has been subscribed to the extent of 9.604376 times. The total number of Equity Shares Allotted in Retail Portion is 5,134,686 Equity Shares to 114,104 successful Retail Individual Investors. The category-wise details of the Basis of Allotment are as under:
Note: One additional equity share was allotted to 6 allotees from amongst 7,516 successful applicants from the categories 90-585 (i.e. excluding successful applicants from category 45) in the ratio of 6:7, 516.
B. Allotment to Non -Institutional Investors (after technical rejections)
The Basis of Allotment to the Non-institutional investors, Who have bid at the Offer Price of Rs 333 per Equity Share, was finalized in Consultation with BSE. The Non institutional Portion has been subscribed to the extent of 109,084296 times. The Total number of Equity shares Allotted in this category, on a proportionate basis is 2,200,580 Equity Shares to 409 successful Non-Instituitional Investors. The category-wise details of the Basis of Allotment are as under.
C. Allotment to QIBs (excluding Anchor Investors)
Allotment to QIBs, who have Bid at the Offer Price of Rs 333 per Equity Share, has been done on a proportionate basis in consultation with the BSE. This category has been subscribed to the extent of 40.4272 times of Net QIB portion. As per the SEBI ICDR Regulations, Mutual Funds were Allotted 5% of the Equity Shares of Net QIB portion available (i.e. 146,706 Equity Shares) and other QIBs and unsatisfied demand of Mutual Funds were Allotted the remaining available Equity Shares i.e. 2,787,400 Equity Shares on a proportionate basis. The total number of Equity Shares Allotted in the QIB category (excluding Anchor Investors) is 2,934,106 Equity Shares, which were allotted to 70 successful Applicants. The category-wise details of the Basis of Allotment are as under:
D. Allotment to Anchor Investors
The Company and Selling Shareholders have allotted 4,401,158 Equity Shares to 15 Anchor Investors, in consultation with the BRLM. In accordance with the SEBI ICDR Regulations, this represents 60.00% of the QIB Portion.
The IPO Committee of the Company at its meeting held on March 15,2017, noted and approved the basis of allotment of Equity Shares approved by the Designated Stock Exchange, being BSE and has allotted the Equity Shares to various successful applicants.
The Allotment Advice-cum-refund intimation and/or notices will be dispatched to the address of the investors as registered with the Depositories. The Allotment Advice-cum-refund intimation and/or notices have been over-printed with the bank account details as registered, if any, with the Depositories. The instructions to the Self Certified Syndicate Bank (SCSBs) have been issued on March 14, 2017 for unblocking of funds. The Equity Shares allotted to the successful allottees have been credited on March 15,2017 into the respective beneficiary accounts subject to validation of the account details with the Depositories concerned. In case the same is not received within ten days, investors may contact the Registrar to the Offer at the address given below. Our Company has filed listing applications with NSE and BSE on March 16,2017.
Note: All capitalized terms used and not defined herein shall have the respective meanings assigned to them in the Prospectus dated March 10,2017 filed with the Registrar of Companies, Mumbai.
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 www.karvycomputershare.com
All future correspondence in this regard may kindly be addressed to the Registrar to the Offer 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 Designated Intermediary, place where the bid was submitted and payment details, at the address given below:
Karvy Computershare Private Limited
Karvy Selenium Tower B, Plot 31-32 Gachibowli, Financial District,
THE LEVEL OF SUBSCRIPTION SHOULD NOT BE TAKEN TO BE INDICATIVE OF EITHER THE MARKET PRICE OF THE EQUITYSHARES ON LISTING OR THE BUSINESS PROSPECTS OF MUSIC BROADCAST LIMITED.