Basis of Allotment

This is a public announcement for information purposes only and is not a prospectus announcement. This does not constitute an invitation or offer to acquire, purchase or subscribe for securities.

Not for publication or distribution, directly or indirectly outside India.

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ROSSARI BIOTECH LIMITED

Our Company was initially incorporated as "Rossari Labtech" on March 6, 2003, as a partnership firm under the Indian Partnership Act, 1932, pursuant to a certificate of registration dated June 22, 2003, issued by the Registrar of Firms, Mumbai. The name of the partnership firm was changed to "Rossari Biotech" on December 5, 2003 and further the firm converted into a joint stock company on August 10, 2009, under part IX of the Companies Act, 1956 as "Rossari Biotech Limited" with a certificate of incorporation granted by the Registrar of Companies, Maharashtra at Mumbai ("RoC") We received our certificate of commencement of business on August 13, 2009. For details of the change in the registered office of our Company, see "History and Certain Corporate Matters" on page 173 of the prospectus dated July 16, 2020 ('Prospectus').

Corporate Identity Number: U24100MH2009PLC194818
Registered and Corporate Office: 201A-B, 2nd Floor, Akruti Corporate Park. L.B.S. Marg, next to GE Gardens, Kanjurmarg (W), Mumbai 400079, India, Tel: (+91 22) 6123 3800;
Contact Person: Ms. Parul Gupta, Company Secretary and Compliance Officer; Tel: (+91 22) 6123 3800; E-mail: cs@rossarimail.com; Website: www.rossari.com
OUR PROMOTERS: MR. EDWARD WALTER MENEZES AND MR. SUNIL SRINIVASAN CHARI

Our Company has filed the Prospectus with the RoC, and the Equity Shares are proposed to be listed on BSE Limited ("BSE") and National Stock Exchange of India Limited ("NSE", together with BSE, the "Stock Exchanges"), and trading is expected to commence on or about July 23, 2020.

BASIS OF ALLOTMENT

INITIAL PUBLIC OFFERING OF 11,676,470 EQUITY SHARES OF FACE VALUE OF Rs. 2 EACH ("EQUITY SHARES") OF ROSSARI BIOTECH LIMITED (THE "COMPANY" OR THE "ISSUER") FOR CASH AT A PRICE OF Rs. 425 PER EQUITY SHARE (INCLUDING A SHARE PREMIUM OF Rs. 423 PER EQUITY SHARE) (THE "OFFER PRICE") AGGREGATING TO Rs. 4,962.50 MILLION COMPRISING A FRESH ISSUE OF 1,176,470 EQUITY SHARES AGGREGATING TO Rs. 500.00 MILLION (THE "FRESH ISSUE") AND AN OFFER FOR SALE OF 10,500,000 EQUITY SHARES (THE "OFFERED SHARES") AGGREGATING TO Rs. 4,462.50 MILLION, COMPRISING AN OFFER FOR SALE OF 5,250,000 EQUITY SHARES AGGREGATING TO Rs. 2,231.25 MILLION BY MR. EDWARD MENEZES AND 5,250,000 EQUITY SHARES AGGREGATING TO Rs. 2,231.25 MILLION BY MR. SUNIL CHARI (THE "PROMOTER SELLING SHAREHOLDERS" OR THE "SELLING SHAREHOLDERS"), (THE "OFFER FOR SALE", AND TOGETHER WITH THE FRESH ISSUE, THE "OFFER"). THE OFFER CONSTITUTES 22.49% OF THE POST-OFFER PAID UP EQUITY SHARE CAPITAL OF OUR COMPANY.

*OUR COMPANY HAS, IN CONSULTATION WITH THE BOOK RUNNING LEAD MANAGERS ("BRLMs"), UNDERTAKEN A PRIVATE PLACEMENT OF EQUITY SHARES AGGREGATING TO Rs. 999.99 MILLION ("PRE-IPO PLACEMENT"). THE SIZE OF THE FRESH ISSUE OF Rs. 1,500.00 MILLION HAS BEEN REDUCED BY Rs. 999.99 MILLION PURSUANT TO THE PRE-IPO PLACEMENT AND ACCORDINGLY, THE SIZE OF THE FRESH ISSUE WAS Rs. 500.00 MILLION.

OFFER PRICE: Rs. 425 PER EQUITY SHARE OF FACE VALUE OF Rs. 2 EACH
THE OFFER PRICE IS 212.50 TIMES OF THE FACE VALUE OF THE EQUITY SHARES
ANCHOR INVESTOR OFFER PRICE: Rs. 425 PER EQUITY SHARE
Risks to Investors:
The two Book Running Lead Managers associated with the Offer have handled 31 public issues in the past three years out of which 14 issues closed below the issue price on listing date.
The Price/Earnings ratio based on diluted EPS for Fiscal 2020 for the Issuer at the upper end of the Price Band is as high as 32.12 as compared to the average industry peer group PE ratio of 27.72.
Average cost of acquisition of Equity Shares for the Selling Shareholders namely Mr. Edward Menezes and Mr. Sunil Chari is Rs.4.16 per equity share and Rs.4.17 per equity share respectively and the Offer Price at upper end of the Price Band is Rs.425 per Equity Share.
Weighted Average Return on Net Worth for Fiscals 2020, 2019 and 2018 is 36.02%.
BID/OFFER PERIOD:
BID/OFFER OPENED ON JULY 13, 2020
BID/OFFER CLOSED ON JULY 15, 2020

The Anchor Investor Bidding Date was one Working Day prior to the Bid/Offer Opening Date, i.e. July 10, 2020

The Offer has been made in terms of Rule 19(2)(b) of the Securities Contracts (Regulation) Rules, 1957, as amended, (the "SCRR") read with Regulation 31 of the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations. 2018, as amended ("SEBIICDR Regulations") and the Offer constitutes 22 .49% of the post-Offer paid-up Equity Share capital of our Company. The Offer has been made through the Book Building Process, in compliance with Regulation 6(1) of the SEBI ICDR Regulations, where not more than 50% of the Offer will be Allotted on a proportionate basis to Qualified Institutional Buyers ("QIBs") (the "QIB Category"), provided that our Company in consultation with the BRLMs, has allocated up to 60% 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 price at which Equity Shares were allocated to Anchor Investors. Further, 5% of the QIB Category (excluding the Anchor Investor Portion) was made available for allocation on a proportionate basis to Mutual Funds only and the remainder of the QIB Category was made 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 Offer Price. If at least 50% of the Offer cannot be Allotted to QIBs. then the entire application money will be refunded forthwith. 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 made available for allocation to Retail Individual Investors, in accordance with the SEBI ICDR Regulations, subject to valid Bids being received at or above the Offer Price. All Bidders (other than Anchor Investors) were mandatorily required to participate in the Offer through the Application Supported by Block Amount ('ASBA') process, and were required to provide details of their respective bank account (including UPI ID for Retail Individual Investors using UPI Mechanism) in which the Bid Amount was blocked by the SCSBs or the Sponsor Bank, as the case may be. Anchor Investors were not permitted to participate in the Anchor Investor Portion through the ASB A process. For details, specific attention is invited to "Offer Procedure" on page 324 of the Prospectus.

The Offer received 552,118 applications for 644,538,125 Equity Shares resulting in 55.1997 times subscription as disclosed in Prospectus The details of the applications received in the Offer from Retail Individual Investors, Non-institutional Investors and QIBs are as under (before technical rejections):

SI. no Category No. of Applications applied No. of Equity Shares Shares Reserved as per Prospectus No. of times Subscribed Amount (Rs.)
A Retail Individual Investors 550,784 26,460,700 4,086,765 6.4747 11,251,078,265.00
B Non Institutional Investors 1,152 414,728,580 1,751,471 236.7887 176,259,639,920.00
C Qualifies Institutional Investors (Excluding Anchors) 151 199,109,645 2,335,294 85.2611 84,621,599,125.00
D Anchor Investors 31 4,239,200 3,502,940 1.2102 1,801,660,000.00
Total 552,118 644,538,125 11,676,470 55.1997 273,933,977,310.00

Final Demand

A summary of the final demand as per BSE and NSE as on the Bid/Offer Closing Date at different Bid prices is asunder:

Sr. No Bid Price No. of Equity Shares % to Total Cumulative Total % Cumulative Total
1 423 465,150 0.07 465,150 0.07
2 424 334,705 0.05 799,855 0.12
3 425 626,323,145 96.44 627,123,000 96.57
4 CUTOFF 22,301,055 3.43 649,424,055 100.00
TOTAL 649,424,055 100.00

The Basis of Allotment was finalized in consultation with the Designated Stock Exchange, being BSE on July 20, 2020.

A. Allotment to Retail Individual Investors (After Technical Rejections) (including ASBA)

The Basis of Allotment to the Retail Individual Investors, who have bid at cut-off or at the Offer Price of Rs.425 per Equity Share, was finalized in consultation with BSE. This category has been subscribed to the extent of 6.2044 times. The total number of Equity Shares Allotted m Retail Category is 4,086,765 Equity Shares to 116,764 successful Bidders. The category-wise details of the Basis of Allotment are as under:

Sr. No. 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
1 35 471,146 89.28 16,490,110 65.03 35 52:235 3,648,820
2 70 25,969 4.92 1,817,830 7.17 35 25:113 201,075
3 105 10,479 1.99 1,100,295 4.34 35 27:122 81,165
4 140 4,058 0.77 568,120 2.24 35 27:122 31,430
5 175 2,391 0.45 418,425 1.65 35 27:122 18,515
6 210 2,412 0.46 506,520 2.00 35 27:122 18,690
7 245 1,427 0.27 349,615 1.38 35 27:122 11,060
8 280 694 0.13 194,320 0.77 35 27:122 5,390
9 315 303 0.06 95,445 0.38 35 27:122 2,345
10 350 1,535 0.29 537,250 2.12 35 27:122 11,900
11 385 240 0.05 92,400 0.36 35 27:122 1,855
12 420 485 0.09 203,700 0.80 35 27:122 3,745
13 455 6,554 1.24 2,982,070 11.76 35 27:122 50,750
25 Out of 12,512 Allottees from Serial no 2 to 13, were allotted 1(one) additional share 25 25:12512
TOTAL 527.693 100.00 25,356,100 100.00 4,086,765

B. Allotment to Non Institutional Investors (After Technical Rejections) (including ASBA)

The Basis of Allotment to the Non-institutional Investors, who have bid at the Offer Price of Rs.425 per Equity Share, was finalized in consultation with BSE. This category has been subscribed to the extent of 236.7487 times. The total number of Equity Shares allotted in this category is 1,751,471 Equity Shares to 606 successful applicants. The category-wise details of the Basis of Allotment are as under: (Sample)

Sr. No. 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
1 490 151 13.40 73,990 0.02 35 9:151 315
2 525 33 2.93 17,325 0.00 35 2:33 70
3 560 11 0.98 6,160 0.00 35 1:11 35
4 700 45 3.99 31,500 0.01 35 4:45 140
5 1,050 44 3.90 46,200 0.01 35 3:22 210
6 1,155 23 2.04 26,565 0.01 35 3:23 105
7 1,190 7 0.62 8,330 0.00 35 1:7 35
8 1,225 11 0.98 13,475 0.00 35 2:11 70
9 1,400 12 1.06 16,800 0.00 35 1:6 70
10 1,750 17 1.51 29,750 0.01 35 4:17 140
11 2,100 13 1.15 27,300 0.01 35 3:13 105
12 2,275 8 0.71 18,200 0.00 35 1:4 70
13 2,345 26 2.31 60,970 0.01 35 7:26 245
14 3,500 29 2.57 101,500 0.02 35 12:29 420
15 4,690 6 0.53 28,140 0.01 35 1:2 105
16 5,880 11 0.98 64,680 0.02 35 8:11 280
17 6,125 6 0.53 36,750 0.01 35 2:3 140
18 7,000 6 0.53 42,000 0.01 35 5:6 175
19 7,035 7 0.62 49,245 0.01 35 6:7 210
20 9,380 5 0.44 46,900 0.01 40 1:1 200
21 10,500 5 0.44 52,500 0.01 44 1:1 220
22 10,570 4 0.35 42,280 0.01 45 1:1 180
23 11,760 12 1.06 141,120 0.03 50 1:1 600
24 21,000 8 0.71 168,000 0.04 89 1:1 712
25 23,520 19 1.69 446,880 0.11 99 1:1 1,881
26 35,280 5 0.44 176,400 0.04 149 1:1 745
27 56,385 12 1.06 676,620 0.16 238 1:1 2,856
28 117,635 12 1.06 1,411,620 0.34 497 1:1 5,964
29 235,270 11 0.98 2,587,970 0.62 994 1:1 10,934
30 352,940 6 0.53 2,117,640 0.51 1.491 1:1 8,946
31 588,210 15 1.33 8,823,150 2.13 2.485 1:1 37,275
32 941,150 6 0.53 5,646,900 1.36 3.975 1:1 23,850
33 1,176,455 32 2.84 37,646,560 9.08 4,969 1:1 159,008
34 2,352,910 13 1.15 30,587,830 7.38 9.938 1:1 129,194
35 4,705,855 14 1.24 65,881,970 15.89 19,877 1:1 278,278

C. Allotment to QIBs (excluding Anchor Investors) (After Technical Rejections)

Allotment to QIBs, who have bid at the Offer Price of Rs.425 per Equity Share, has been done on a proportionate basis in consultation with BSE. This category has been subscribed to the extent of 85.2611 times. As per the SEBIICDR Regulations, Mutual Funds were allotted 5% of the Equity Shares of QIB Category available i.e. 116,765 Equity Shares and other QIBs and unsatisfied demand of Mutual Funds were allotted the remaining available Equity Shares i.e. 2,218,529 Equity Shares on a proportionate basis. The total number of Equity Shares allotted in the QIB category is 2,335,294 Equity Shares, which were allotted to 151 successful Bidders. The category-wise details of the Basis of Allotment are as under:

CATEGORY FIS/BANKS MFs ICs NBFCs AIFs FPC TOTAL
ALLOTMENT 559,759 486,150 114,629 247,829 236,795 690,132 2,335,294

D. Allotment to Anchor Investors (After Technical Rejections)

The Company and Selling Shareholders in consultation with the BRLMs, have allotted 3,502,940 Equity Shares to 15 Anchor Investors (who have applied through 29 applications) at the Anchor Investor Offer Price of Rs. 425 per Equity Share in accordance with the SEBIICDR Regulations. This represents up to 60.00% of the QIB Portion.

CATEGORY FIS/BANKS MFs ICs NBFCs AIFs FPC TOTAL
ALLOTMENT 1,749,481 195,271 - 118,265 1,439,923 3,502,940

The IPO Committee at its meeting held on July 21, 2020 has approved the basis of allotment of Equity Shares, prepared and finalized in consultation with the Designated Stock Exchange, being BSE and has Allotted the Equity Shares to various successful Bidders. The Allotment Advice Cum Refund Intimation will be dispatched to the address of the investors as registered with the deposit ones. Further, instructions to the SCSBs have been issued for unblocking of funds and transfer to the Public Offer Account on July 21, 2020 and the payments to non-syndicate brokers have been issued on July 21, 2020. 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 July 21, 2020 for credit into the respective beneficiary accounts subject to validation of the account details with the depositories concerned. The Company is in the process of obtaining the listing and trading approval from BSE and NSE. and trading is expected to commence on or about July 23, 2020.

Note: All capitalized terms used and not defined herein shall have the respective meanings assigned to them in the Prospectus.

INVESTORS PLEASE NOTE

These details of the Allotment made shall be hosted on the website of Registrar to the Offer, 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 Offer quoting full name of the First/ sole Bidder, serial number of the ASBA 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:

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Link Intime India Private Limited
C-101,1st Floor, 247 Park, Lai Bahadur Shastn Marg, Vikhroli (West), Mumbai 400 083, Maharashtra, India.
Tel: (+91 22) 49186200, Email: rossaribio.ipo@linkintime.co.in, Website: www.linkintime.co.in;
Contact Person: Ms. Shanti Gopalkrishnan; SEBI Registration No: INR000004058
For ROSSARI BIOTECH LIMITED
On behalf of the Board of Directors
Place Mumbai Sd/-
Date : July 22,2020 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 ROSSARI BIOTECH LIMITED

Rossari Biotech Limited is proposing, subject to receipt of requisite approvals, market conditions and other considerations, to make an initial public offer of its Equity Shares and has filed the Prospectus with the RoC on July 16, 2020. The Prospectus is available on the website of the SEBI at www.sebi.gov.in as well as on the websites of the book running lead managers, Axis Capital Limited and ICICI Securities Limited at www.axiscapital.co.in and www.iadsecuribes.com, respectively. Investors should note that investment in equity shares involves a high degree of risk and for details relating to such risks, see "Risk Factors" on page 24 of the Prospectus.

The Equity Shares have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the "Securities Act") or any state securities laws in 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 Securities Act and any applicable U.S. state securities laws. The Equity Shares are being offered and sold outside the United States in offshore transactions in reliance on Regulation under the Securities Act and the applicable laws of the jurisdictions where such offers and sales are made. There will be no public offering in the United States.

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