| 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 TO SECURITIES. THIS PUBUC ANNOUNCEMENT IS NOT :D FOR PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY OUTSIDE INDIA.
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MACFOS LIMITED |
Our Company was incorporated as "Macfos Private Limited" on September 26, 2017 vide certificate of incorporation bearing CIN U293D9PN2017PTC172718 under the provisions of the Companies Act 2013 issue by Central Registration Centre, Registrar of Companies. Subsequently, pursuant to Special Resolution passed by the Shareholders at the Extra Ordinary General Meeting held on December 28, 2022, our Company was converted into a Public Limited Company and consequently the name of our Company was changed from "Macfos Private Limited" to "Macfos Limited" vide afresh certificate of incorporation dated January 06, 2023 issued by the Registrar of Companies, Pune bearing CIN U29309PN2017PLC172718. For further details please refer to chapter titlied "History and Corporate Structure" beginning on page 101 of the Prospectus.
| Registered Office: S. No. 78/1, Sumant Building, Dynamic Logistics Trade Park, Dighi, Bhosari Alandi Road, Pune -411-015, Maharashtra, India |
| Contact Person: Sagar Subhash Gulhane, Company Secretary and Compliance Officer. Tel No.: +91-20-68197600; Email: cs@robu.in; |
| Website: www.robu.in Corporate Identity Number (CIN): U29309PN2017PLC172718 |
| OUR PROMOTERS: BINOD PRASAD, ATU L MARUTI DUMBRE, NILESHKUMAR PURUSHOTTAM CHAVHAN |
| BASIS OF ALLOTMENT |
INITIAL PUBLIC OFFERING OF 23,28,000 EQUITY SHARES OF FACE VALUE OF Rs.10/- EACH (THE "EQUITY SHARES") OF MACFOS LIMITED ("OUR COMPANY" OR "MFL") AT AN OFFER PRICE OF Rs102 PER EQUITY SHARE FOR CASH, AGGREGATING UP TO Rs. 2374.56 LAKHS ("PUBLIC OFFER") COMPRISING AN OFFER FOR SALE OF UP TO 23,28,000 EQUITY SHARES AGGREGATING UP TO Rs. 2374.56 LAKHS, COMPRISING 22,08,850 EQUITY SHARES, AGGREGATING UPTO Rs. 2253.03 LAKHS, BY JAYESH JAIN, UP TO 39,750 EQUITY SHARES, AGGREGATING UP TO Rs. 40.55 LAKHS BY ATUL MARUTIDUMBRE, UP TO 39,700 EQUITY SHARES, AGGREGATING UPTO Rs. 40.55 LAKHS BY BINOD PRASAD, UP TO 39,700 EQUITY SHARES, AGGREGATING UP TO Rs. 40.55 LAKHS BY NILESHKUMAR PURSHOTTAM CHAVHAN (COLLECTIVELY REFFERD AS SELLING SHAREHOLDERS) ("OFFER FOR SALE") OUT OF WHICH 1,16,400 EQUITY SHARES OF FACE VALUE OF Rs. 10 EACH, AT AN OFFER PRICE OF Rs. 102 PER EQUITY SHARE FOR CASH, AGGREGATING Rs. 118.73 LAKHS WILL BE RESERVED FOR SUBSCRIPTION BY THE MARKET MAKER TO THE OFFER (THE "MARKET MAKER RESERVATION PORTION"). THE PUBLIC OFFER LESS MARKET MAKER RESERVATION PORTION I.E. OFFER OF 22,11,600 EQUITY SHARES OF FACE VALUE OF RS. 10 EACH, AT AN OFFER PRICE OF *102 PER EQUITY SHARE FOR CASH, AGGREGATING UPTO Rs. 2255.83 LAKHS IS HEREIN AFTER REFERRED TO AS THE "NET OFFER". THE PUBUC OFFER AND NET OFFER WILL CONSTITUTE 26.35% AND 25.03% RESPECTIVELY OF THE POST- OFFER PAID-UP EQUITY SHARE CAPITAL OF OUR COMPANY.
ISSUE PRICE: RS. 102 PER EQUITY SHARE OF FACE VALUE OF RS.10 EACH. THE ISSUE PRICE IS 10.20 TIMES OF THE FACE VALUE
RISKS TO INVESTORS:
• Our Company Is dependent on external vendors tor sourcing the product requirements. Any delay or failure on the part of such vendors to deliver products at acceptable prices, may adversely affect our bussiness, profitability and reputation
• The Merchant Banker associated with the Issue has handled 21 public issues in the past three years out of which 11ssue closed below the Issue Price on listing date.
a) Average cost of acquisition of Equity Shares held by the Individual Promoters and Selling Shareholders are as follows:
| Sr No | Name | Average cost of acquisition per equity share |
| 1 | Binod Prasad (Promoter & Selling Shareholder) | 1.14 |
| 2 | Atul Maruti Dumbre (Promoter & Selling Shareholder) | 1.14 |
| 3 | Nileshkumar Purshottam Chavhan (Promoter & Selling Shareholder) | 1.14 |
| 4 | Jayesh Jain (Promoter Group Member & Selling Shareholder) | 1.14 |
and the Issue Price is 102 per Equity Share.
b) The Price/ Earnings ratio based on Diluted EPS for Fiscal 2022 for the company at the Issue Price is 14.98
c) Weighted Average Return on Net worth for Fiscals 2022,2021 and 2020 is 60.41%
d) The Offer comprises an Offer for Sale by the Selling Shareholders and our Company will not receive any part of the proceeds of the Offer.
| BID/ISSUE PERIOD |
| BID/ ISSUE OPENED ON: FRIDAY, FEBRUARY 17, 2023 BID/ ISSUE CLOSED ON: TUESDAY, FEBRUARY 21, 2023 |
| PROPOSED LISTING: MARCH 01, 2023* |
The Offer was made through the Book Building Process, in terms of Rule 19(2) (b) (I) of the Securities Contracts (Regulation) Rules, 1957, as amended ("SCRR") read with Regulation 253 of the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018 ("SEBI ICDR Regulations") wherein not more than 50% of the Offer was made available for allocation on a proportionate basis to Qualified Institutional Buyers ("QIBs") (the "QIB Portion"). Further, not less than 15% of the Offer was made available for allocation on a proportionate basis to Non-Institutional Bidders and not less than 35% of the Issue was made available for allocation to Rlls In accordance with the SEBI (ICDR) Regulations, 2018, subject to valid Bids having been received from them at or above the Offer Price. All potential Bidders were required to mandatorily utilise the Application Supported by Blocked Amount. ("ASBA") process providing details of their respective bank account (including UPI ID for RIBs using UPI Mechanism), in which the corresponding Bid Amounts were blocked by the SCSBs or the Sponsor Bank, as applicable. For details, see "Offer Procedure" on page 208 of the Prospectus. The investors are advised to refer to the Prospectus for the full text of the Disclaimer clause pertaining to BSE. For the purpose of this Issue, the Designated Stock Exchange will be the BSE Limited. The trading is proposed to be commenced on or about March 01,2023*
.* Subject to the receipt of listing and trading approval from the BSE SME Platform.
The Issue received 1,82,342 Applications for 45,17,60.400 Equity Shares (before technical rejections) resulting in 270.84 times subscription (including reserved portion of market maker & Excluding Anchor Investor Portion). The details of the Applications received in the Issue from various categories are as under (before technical rejections):
Detail of the Applications Received (Excluding Anchor Investor Portion):
| Sr. No. | Category | No. of Applications | No. of Equity Shares applied | Equity Shares Reserved as per Prospectus | No. of times Subscribed | Amount (in Rs.) |
| 1. | Retail-Individual Investors | 173688 | 20,84,25,600 | 7,75,200 | 268.87 | 21,25,85,22,000 |
| 2. | Non-Institutional Investors | 8620 | 22,07,78.400 | 3,32,400 | 664.19 | 22,51,74,38,400 |
| 3, | Market Maker | 1 | 1.16.400 | 1.16.400 | 1.00 | 1.18.72.800 |
| 4. | Qualified Institutional Buyers | 33 | 2.24.40.000 | 4.44.000 | 50.54 | 2.28.88.80.000 |
| Total | 1,82,342 | 45,17,60,400 | 16,68,000 | 270.84 | 46,07,67,13,200 |
Final Demand:
A summary of the final demand as per BSE as on the Bid/ Issue Closing Date at different Bid prices is as under:
| Sr. No. | Bid Price | Bids Quantity | % to Total | Cumulative Total | % Cumulative Total |
| i | 96.00 | 205 | 0.09 | 507607200 | 0.0603 |
| 2 | 97.00 | 17 | 0.008 | 507301200 | 0.0050 |
| 3 | 98.00 | 21 | 0.009 | 507276000 | 0.0057 |
| 4 | 99.00 | 44 | 0.020 | 507247200 | 0.0111 |
| 5 | 100.00 | 93 | 0.042 | 507190800 | 0.0473 |
| 6 | 101.00 | 78 | 0.036 | 506950800 | 0.1357 |
| 7 | 102.00 | 90662 | 41.69 | 506262000 | 69.8638 |
| 8 | CUT OFF | 126357 | 58.10 | 506262000 | 29.8712 |
| TOTAL | 217477 | 100.00 | 100.00 |
The Basis of Allotment was finalised in consultation with the Designated Stock Exchange, being BSE Limited on February 24, 2023.
1) Allotment to Retail Individual Investors (After Technical Rejections)
The Basis of Allotment to the Retail Individual Investors, who have Bid at cut-off Price or at or above the Issue Price of Rs. 102 per Equity Share, was finalized in consultation with BSE. The category has been subscribed to the extent of 262.82 times. The total number of Equity Shares Allotted in this category is 7,75,200 Equity Shares to 646 successful applicants. The details of the Basis of Allotment of the said category is as under:
| No. of Shares Applied for (Category wise) | No. of Applications received | % to total | Total No. of Shares Applied | % to total | No. of Equity Shares Allotted per Applicant | Ratio | Total Number of shares allotted |
| 1200 | 169782 | 100.00 | 20,37,38,400 | 100.00 | 1200 | 3:788 | 7,75,200 |
2) Allotment to Non-lnstitutional Investors (After Technical Rejections)
The Basis of Allotment to the Non-Institutional Investors, who have bid at the Issue Price of Rs. 102 per Equity Share or above, was finalized in consultation with BSE. The category has been subscribed to the extent of 655.70 times. The total number of Equity Shares Allotted in this category is 3,32,400 Equity Shares to 269 successful applicants. The details of the Basis of Allotment of the said category is as under (On Sample Basis):
| No. of Shares Applied for (Category wise) | No. of Applications received | % to total | Total No. of Shares Applied in Each Category | % to total | No. of Equity Shares Allotted per Applicant | Ratio | Total No. of Shares Allotted |
| 2400 | 3618 | 42.86 | 8683200 | 3.98 | 1200 | 1:329 | 13200 |
| 3600 | 564 | 6.68 | 2030400 | 0.93 | 1200 | 1:188 | 3600 |
| 4800 | 438 | 5.19 | 2102400 | 0.96 | 1200 | 1:146 | 3600 |
| 6000 | 300 | 3.55 | 1800000 | 0.83 | 1200 | 1:150 | 2400 |
| 16800 | 46 | 0.54 | 772800 | 0.35 | 1200 | 1:46 | 1200 |
| 27600 | 19 | 0.23 | 524400 | 0.24 | 1200 | 1:19 | 1200 |
| 38400 | 9 | 0.11 | 345600 | 0.16 | 0 | - | 0 |
| 49200 | 22 | 0.26 | 1082400 | 0.50 | 1200 | 1:22 | 1200 |
| 60000 | 28 | 0.33 | 1680000 | 0.77 | 1200 | 1:14 | 2400 |
| 73200 | 3 | 0.04 | 219600 | 0.10 | 0 | - | 0 |
| 84000 | 10 | 0.12 | 840000 | 0.39 | 1200 | 1:10 | 1200 |
| 97200 | 29 | 0.34 | 2818800 | 1.29 | 1200 | 4:29 | 4800 |
| 114000 | 6 | 0.07 | 684000 | 0.31 | 1200 | 1:6 | 1200 |
| 126000 | 1 | 0.01 | 126000 | 0.06 | 0 | - | 0 |
| 150000 | 3 | 0.04 | 450000 | 0.21 | 1200 | 1:3 | 1200 |
| 166800 | 3 | 0.04 | 500400 | 0.23 | 1200 | 1:3 | 1200 |
| 187200 | 1 | 0.01 | 187200 | 0.09 | 0 | - | 0 |
| 222000 | 1 | 0.01 | 222000 | 0.10 | 0 | - | 0 |
| 242400 | 3 | 0.04 | 727200 | 0.33 | 1200 | 1:3 | 1200 |
| 270000 | 1 | 0.01 | 270000 | 0.12 | 0 | - | 0 |
| 295200 | 1 | 0.01 | 295200 | 0.14 | 0 | - | 0 |
| 342000 | 2 | 0.02 | 684000 | 0.31 | 1200 | 1:2 | 1200 |
| 380400 | 1 | 0.01 | 380400 | 0.17 | 0 | - | 0 |
| 400800 | 1 | 0.01 | 400800 | 0.18 | 1200 | 1:1 | 1200 |
| 448800 | 1 | 0.01 | 448800 | 0.21 | 1200 | 1:1 | 1200 |
| 477600 | 1 | 0.01 | 477600 | 0.22 | 1200 | 1:1 | 1200 |
| 512400 | 2 | 0.02 | 1024800 | 0.47 | 1200 | 1:2 | 1200 |
| 561600 | 1 | 0.01 | 561600 | 0.26 | 1200 | 1:1 | 1200 |
| 601200 | 1 | 0.01 | 601200 | 0.26 | 1200 | 1:1 | 1200 |
| 690000 | 1 | 0.01 | 690000 | 0.32 | 1200 | 1:1 | 1200 |
| 895200 | 2 | 0.02 | 1790400 | 0.82 | 1200 | 1:1 | 1200 |
| 1107600 | 14 | 0.17 | 15506400 | 7.11 | 1200 | 1:1 | 16800 |
| 0.00 | 0.00 | 1200 | 3:7 | 7200 |
3) Allotment to QIBs (After Technical Rejections)
Allotment to QIBs, who have bid at the Issue Price of Rs. 102 per Equity Share or above, has been done on a proportionate basis in consultation with BSE. This category has been subscribed to the extern of 50.54 times of QIB portion. The total number of Equity Shares allotted In the QIB category Is 4,44,000 Equity Shares, which were allotted to 33 successful Applicants.
(number of shares)
| Category | FI'S | BANKS | MPs | 1C | AIF | Flls/FPIs | OTHERS | TOTAL |
| QIB | - | - | - | 74,400 | 2,10,000 | 1,59,600 | 4,44,000 |
The Board of Directors of our Company at Its meeting held on February 24, 2023 has taken on record the basis of allotment of Equity Shares approved by the Designated Stock Exchange, being BSE Ltd and has allotted/transferred the Equity Shares to various successful applicants. The Allotment Advice Cum Refund Intimation has been sent through email to the addresses of the Investors as registered with the depositories on February 25, 2023. Further, Instructions to the SCSBs have been dispatched/ mailed for unblocking of funds and transfer to the Public Issue Account on or before February 27, 2023. In case the same is not received within ten days, investors may contact the Registrar to the Issue at the address given below.
The Equity Shares allocated to successful applicants are being credited to their beneficiary accounts subject to validation of the account details with the depositories concerned. The Company is taking steps to get the Equity Shares admitted for trading on SME Platform of BSE Limited within six working days from the date of the closure of the Issue
Note: All capitalized terms used and not defined herein shall have the respective meanings assigned to them in the Prospectus dated February 23, 2023 filed with the Registrar of Companies, Pune ("RoC").
4) Allotment to Anchor Investors (After Technical Rejections)
The Company in consultation with the BRLM has allocated 6,60,000 Equity Shares to 2 Anchor Investor at the Anchor Investor offer Price of Rs. 102 per equity shares in accordance with the SEBIICDR Regulation, This represented almost 60% of the QIB Category.
(number of shares)
| Category | FI's | BANKS | MF'S | 1C | AIF | Flls/FPIs | OTHERS | TOTAL |
| Anchor Investors | - | - | 3.30,000 | 3,30,000 | - | 6,60,000 |
INVESTORS PLEASE NOTE
The details of the allotment made has been hosted on the website of the Registrar to the Issue, Bigshare Services Private Limited at website: www.bigshareonline.com
All future correspondence in this regard may kindly be addressed to the Registrar to the Issue quoting full name of the First/ Sole Bidder Serial number of the ASBA form, number of Equity Shares bid for, Bidder DP ID, Client ID, PAN, date of submission of the Bid cum Application Form, address of the Bidder, the name and address of the Designated Intermediary where the Bid cum Application Form was submitted by the Bidder and copy of the Acknowledgment Slip received from the Designated Intermediary and payment details at the address given below:
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BIGSHARE SERVICES PRIVATE LIMITED |
| Address: S6-2,6th Floor, Pinnacle Business Park, Next to Ahura Centre, Mahakali Caves Road, Andheri (East) Mumbai - 400093, India. | |
| Tel. No.: +91 22 6263 8200; Website: www.bigshareonline.com; Email: ipo@bigshareonline.com | |
| CIN: U99999MH1994PTC076534; Contact Person: Mr. Babu Rapheal; SEBI Regn. No.: MB/INR000001385 |
| On behalf of Board of Directors | |
| Macfos Limited | |
| Sd/- | |
| Date: February 27, 2023 | Sagar Subhash Gulhane |
| Place: Pune | Company Secretary & Compliance Officer |
THE LEVEL OF SUBSCRIPTION SHOULD NOTBETAKENTO BE INDICATIVE OF EITHER THE MARKET PRICE OFTHE EQUITY SHARES ON LISTING ORTHE BUSINESS PROSPECTS OF MACFOS LIMITED.
Disclaimer: Macfos Limited has filed the Prospectus with the RoC on February 23,2023 and thereafter with SEBI and the BSE. The Prospectus is available on the website of SME Platform of BSE at www.bsesme.com and on the websites of the Company, Macfos Limited at www.robu.in and BRLM, Hem Securities Limited at www.hemsecurities.com. Investors should note that investment in Equity Shares involves a high degree of risk and for details relating to the same, please see "Risk Factors" beginning 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, 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 Securities Act and in accordance with 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 each jurisdiction where such offers and sales are made. There will be no public offering in the United States.
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