Affle (India) Limited’s IPO to open on July 29, 2019 with a Price Band of Rs. 740 – Rs. 745 per Equity Share each of Face Value of Rs. 10 each
Chennai, July 24, 2019:
Initial public offering of up to [.] equity shares of face value of ` 10 each (“Equity Shares”) of Affle (India) Limited (our “Company”). At a price of [.] per Equity Share including a share premium of ` [.] per Equity Share (the “Offer Price”), aggregating up to [.] million (the “Offer”) comprising a fresh issue of up to [.] equity shares by our Company aggregating up to Rs. 900 million and an offer for sale of up to 4,953,020 Equity Shares aggregating up to [.] million by Affle Holdings Pvt. Ltd. The Offer shall constitute [.] % of the post-offer paid-up equity share capital of our Company.
The Offer is being made in terms of Rule 19(2)(b) of the Securities Contracts (Regulation) Rules, 1957 (“SCRR”) read with Regulation 41 of the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2009 (the “SEBI ICDR Regulations”). This Offer is being made through the Book Building Process in accordance with Regulation 26(2) of the SEBI ICDR Regulations, wherein at least 75% of the Offer shall be allotted on a proportionate basis to Qualified Institutional Buyers (“QIBs”). Our Company and the Promoter Selling Shareholder, in consultation with the BRLMs, may allocate up to 60% of the QIB Portion to Anchor Investors at the Anchor Investor Allocation Price, on a discretionary basis, out of which at least one-third will be reserved for domestic Mutual Funds, subject to valid Bids being received from domestic Mutual Funds at or above the Anchor Investor Allocation Price.
Further, not more than 15% of the Offer shall be available for allocation on a proportionate basis to Non-Institutional Bidders and not more than 10% of the Offer shall be available for allocation to Retail Individual Bidders.
ICICI Securities Limited, Nomura Financial Advisory and Securities (India) Private Limited are the Book Running Lead Managers (“BRLMs”) to the Offer. For further details, please refer to page 83 of the RHP.
The Registrar to the Offer is Karvy Fintech Private Limited.
The Equity Shares of the Company are proposed to be listed on the National Stock Exchange of India Limited and BSE Limited.
References to “we”, “our” and “us” are to Affle (India) Limited collectively with its subsidiaries Affle International Private Limited, PT Affle Indonesia and Affle MEA FZ-LLC, unless the context requires otherwise.
* * * * *
Affle (India) Limited proposes, subject to receipt of requisite approvals, market conditions and other considerations, to make an initial public offering of its equity shares (“Equity Shares”) in India and has filed a red herring prospectus dated July 19, 2019 (“RHP”) with the Registrar of Companies, Mumbai. The RHP is available on the Securities and Exchange Board of India’s website at www.sebi.gov.in as well as on the website of the book running lead managers i.e., ICICI Securities Limited at www.icicisecurities.com and Nomura Financial Advisory and Securities (India) Private Limited at www.nomuraholdings.com/company/group/asia/india/index.html, and the websites of BSE Limited and National Stock Exchange of India Limited at www.bseindia.com and www.nseindia.com, respectively. Investors should note that investment in Equity Shares involves a high degree of risk and for details relating to the same, see “Risk Factors” of the Red Herring Prospectus. Potential investors should not rely on the DRHP for any investment decision.
The Equity Shares offered in the Offer have not been and will not be registered, listed or otherwise qualified in any other jurisdiction outside India and may not be offered or sold, and Bids may not be made by persons in any such jurisdiction, except in compliance with the applicable laws of such jurisdiction. In particular, 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 (the “U.S. Securities Act”), or the laws of any state of the United States and may not be offered or sold in 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. The Equity Shares offered in the Offer are being offered and sold only outside the United States pursuant to Regulation S under the U.S. Securities Act.
CONTENTS OF THE MEMORANDUM OF ASSOCIATION OF OUR COMPANY AS REGARDS ITS OBJECTS: For information on the main objects of our Company, investors are requested to see “History and Certain Corporate Matters” on page 181 of the RHP and Clause III (A) of the Memorandum of Association of our Company. The Memorandum of Association of our Company is a material document for inspection in relation to the Offer. For further details, see “Material Contracts and Documents for Inspection” on page 574 of the RHP.
LIABILITY OF THE MEMBERS OF OUR COMPANY: Limited by shares.
AMOUNT OF SHARE CAPITAL OF OUR COMPANY AND CAPITAL STRUCTURE: As on the date of the RHP, the authorised share capital of our Company is ` 300,000,000 comprising 30,000,000 Equity Shares of ` 10 each. The issued, subscribed and paid-up share capital of our Company is ` 242,883,140 divided into 24,288,314 Equity Shares of ` 10 each. For details of the capital structure, see “Capital Structure” on page 90 of the RHP.
NAMES OF THE SIGNATORIES TO THE MEMORANDUM OF ASSOCIATION OF OUR COMPANY AND THE NUMBER OF EQUITY SHARES SUBSCRIBED BY THEM: The names of the signatories of the Memorandum of Association of the Company are Narottam Saini and Hardev Singh Dhaka who subscribed to 200 Equity Shares each, of face value of ` 10 each as initial subscription.
DISCLAIMER CLAUSE OF SEBI: SEBI only gives its observations on the offer documents and this does not constitute approval of either the Offer or the specified securities or the offer document. Investors are advised to refer to page 477 of the RHP for the full text of the “Disclaimer Clause of SEBI”.
DISCLAIMER CLAUSE OF BSE (Designated Stock Exchange): It is to be distinctly understood that the permission given by BSE Limited should not in any way be deemed or construed that the Red Herring Prospectus has been cleared or approved by BSE Limited nor does it certify the correctness or completeness of any of the contents of the Red Herring Prospectus”. The investors are advised to refer the Red Herring Prospectus for the full text of the “Disclaimer clause of the BSE” on page 485 of the RHP.
DISCLAIMER CLAUSE OF NSE : It is to be distinctly understood that the permission given by NSE should not in any way be deemed or construed that the Offer Document has been cleared or approved by NSE nor does it certify the correctness or completeness of any of the contents of the Offer Document. The investors are advised to refer to the Offer Document for the full text of the “Disclaimer Clause of the NSE” on page 485 of the RHP.
AVAILABILITY OF RHP: Investors are advised to refer to the RHP and the “Risk Factors” on page 20 of the RHP before applying in the Offer. A copy of the RHP is available on the website of the SEBI at www.sebi.gov.in, the websites of the BRLMs at www.icicisecurities.com and www.nomuraholdings.com/company/group/asia/india/index.html and the Stock Exchanges at www.bseindia.com and www.nseindia.com.
AVAILABILITY OF BID CUM APPLICATION FORM: Bid cum Application Form can be obtained from the Registered Office of Company, AFFLE (INDIA) LIMITED, Tel.: +91 124 4992 914; Fax: +91 124 2213 847; BRLMs: ICICI Securities Limited, Tel.: +91 22 2288 2460; Fax: +91 22 2282 6580; Nomura Financial Advisory and Securities (India) Private Limited, Tel: +91 22 4037 4037; Fax: +91 22 4037 4111 and at selected locations of Sub-Syndicate Members (as given below), Registered Brokers, CRTAs and CDPs for participating in the Offer. ASBA will also be available on the websites of the Stock Exchanges and at all the Designated Branches of SCSBs, the list of which is available on the websites of the Stock Exchanges and SEBI.
SUB-SYNDICATE MEMBERS: ICICI Securities Ltd., Anand Rathi Share & Stock Brokers Ltd., Axis Capital Ltd., Centrum Broking Ltd., Choice Equity Broking Pvt. Ltd., DB(International) Stock Brokers Ltd., Edelweiss Securities Ltd., Eureka Stock & Share Broking Services Ltd., HDFC Securities Ltd., IIFL Securities Ltd., J M Financial Services Ltd., Jobanputra Fiscal Sevices Pvt. Ltd., Karvy Stock Broking Ltd., Kotak Securities Ltd., LKP Securities Ltd., Motilal Oswal Securities Ltd., Prabhudas Liladhar Pvt. Ltd., Pravin Ratilal Share and Stock Brokers Ltd., RR Equity Brokers Pvt. Ltd., Sharekhan Ltd., SMC Global Securities Ltd., Trade Bulls Securities (P) Ltd. and Yes Securities (India) Ltd.
ESCROW COLLECTION BANK/ SPONSOR BANK/ REFUND BANK: ICICI Bank Limited.PUBLIC OFFER ACCOUNT BANK: Axis Bank Limited.