Anchors
include Reliance MF, Kotak MF, SBI MF, Pinebridge Global Funds, Jupiter South
Asia, Amundi, Ashmore SICAV & Bharti Axa Life Insurance
PUBLIC
ISSUE OPENS APRIL 28, 2015
Price
Band fixed from Rs. 615 to Rs. 625 per Equity Share
UFO
Moviez India Limited (the “Company”), its Board and Selling Shareholders, in
consultation with the Global Co-ordinators and Book Running Lead Managers, has
finalized the allocation of 2,880,000 Equity Shares in aggregate, to Anchor
Investors at Anchor Investor allocation price of Rs. 625 per Equity Share
(upper end of the Price Band), aggregating to Rs. 1,800 million (Rs. 180
crore).
The
Company allotted 2,880,000 equity shares to anchors as follows: Reliance
Capital Trustee Co. Ltd A/c Reliance Regular Savings Fund — Equity Option -
448,000 equity shares; Reliance Capital Trustee Co. Ltd A/c Reliance Regular
Savings Fund — Balanced Option - 138,480 equity shares; Reliance Capital
Trustee Co. Ltd A/c — Reliance Retirement Fund — Wealth Creation Scheme - 50,016
equity shares; Reliance Capital Trustee Co. Ltd A/c — Reliance Retirement Fund
— Income Generation Scheme - 3,504 equity shares; SBI Small and Midcap Fund -
270,000 equity shares; SBI Magnum Global Fund - 290,000 equity shares;
Pinebridge Global Funds — Pinebridge Asia Ex Japan Equity Fund - 560,000 equity
shares; National Westminster Bank Plc as trustee of the Jupiter India Fund -
213,333 equity shares; Jupiter South Asia Investment Company Limited — South
Asia Access Fund - 106,667 equity shares; Amundi Funds A/c Amundi Funds -
Equity India - 320,000 equity shares; Ashmore SICAV Indian Small - Cap Equity
Fund - 160,000 equity shares; Kotak Opportunities Fund - 72,000 equity shares;
Kotak Emerging Equity Scheme - 63,984 equity shares; Kotak Classic Equity Fund
- 17,592; Kotak Equity Savings Fund - 6,424 equity shares; and Bharti Axa Life
Insurance Company Limited - 160,000 equity shares.
The
Company will open on April 28, 2015, a public issue of equity shares of face
value Rs. 10 each (“Equity Shares”) for cash, at a price per Equity Share
(including a Share Premium) aggregating to Rs. 6,000 million (the “Offer”)
through an Offer for Sale by 3i Research (Mauritius) Limited (“3i RESEARCH”),
P5 Asia Holding Investments (Mauritius) Limited (“P5”), Sanjay Gaikwad
(Managing Director), Narendra Hete, Valuable Media Limited, Valuable
Technologies Limited, Raaja Kanwar, Prafulla Vaidya, Uday Gaikwad, Rakesh
Gupta, Amit K. Mehta, Amit S. Shelar, Ashish Sadanand Malushte, Daniyal Appa
Parab, Deepak Ranjan, Dheerendra Singh Muchhal, K. Suvarna, Kapil Kumar Agarwal
(Joint Managing Director), Ketan Natwarlal Pithadia, Mitalee V. Patel, Mukesh
Shanker Sherigar, Nitin Lionel Monteiro, Nitin Nohani, Prashant S. Keluskar,
Pravin Ramdas Vaje, Rajendra Laxman Gaikwad, Rajesh B. Mishra, Ravi Sukhadeo
Nakhale, Samir Shantaram Surve, Sanjay Pardeshi Chavan, Sudalaimani Konar,
Sudhir Vittal Shetty, Swapnil C. Borkar, Vikram Machaiah and Vishnu Vithalbhai
Patel (together the “Selling Shareholders”).
The
Price Band is fixed from Rs. 615 to Rs. 625 per Equity Share. The Anchor
Investor Bidding Date shall be on Monday, April 27, 2015 - one Working Day
prior to the Offer Opening Date. The Bid/ Issue will close on April 30, 2015.
The minimum Bid Lot is 24 Equity Shares and in multiples of 24 Equity Shares
thereafter.
The Global
Co-ordinators and Book Running Lead Managers (or
collectively “Managers”) to the Issue
are Axis Capital Limited and Citigroup Global Markets India Private Limited.
The Equity Shares
offered through the Red Herring Prospectus are proposed to be listed on BSE and
NSE.
In terms of Rule
19(2)(b)(i) of the Securities Contracts (Regulation) Rules, 1957, as amended
(“SCRR”) read with Regulation 41 of the ICDR Regulations, this is an offer for
at least 25% of the post-Offer capital and is being made through the Book
Building Process, wherein 50% of the Offer shall be available for allocation on
a proportionate basis to Qualified Institutional Buyers (“QIBs”). Provided that
our Company, 3i Research, P5 and the Promoter Selling Shareholders, in
consultation with the Managers, may allocate up to 60% of the QIB Category to
Anchor Investors on a discretionary basis out of which one‑third shall be reserved for domestic Mutual Funds only subject to valid
Bids being received from domestic Mutual Funds at or above the Anchor Investor
Allocation Price. In the event of under‑subscription in
the Anchor Investor Portion, the remaining Equity Shares shall be added to the
Net QIB Category. 5% of the Net QIB Category shall be available for allocation
on a proportionate basis to Mutual Funds only, and the remainder of the Net QIB
Category shall be available for allocation on a proportionate basis to all
QIBs, including Mutual Funds, subject to valid Bids being received at or above
the Offer Price. Further, not less than 15% of the Offer shall be available for
allocation on a proportionate basis to Non‑Institutional
Investors and not less than 35% of the Offer shall be available for allocation,
in accordance with the ICDR Regulations, to Retail Individual Investors,
subject to valid Bids being received at or above the Offer Price. All
investors, other than Anchor Investors, can participate in the Offer through
the Applications Supported by Blocked Amount (“ASBA”) process by providing the
details of their respective bank accounts in which the corresponding Bid Amount
will be blocked by the Self Certified Syndicate Banks (“SCSBs”). However, QIBs
(excluding Anchor Investors) and Non-Institutional Investors are mandatorily
required to submit their Bids by way of ASBA only.
UFO Moviez India
Ltd. is India’s largest digital cinema distribution network and in-cinema
advertising platform (in terms of numbers of screens), as at October 31, 2014,
according to CRISIL. It operates India’s largest satellite-based, digital
cinema distribution network (in terms of numbers of screens) using UFO-M4
platform, as well as India’s largest D-Cinema network (in terms of numbers of
screens), according to CRISIL. In fiscal year 2014, it digitally delivered more
than 1,500 movies in 22 languages to 4,703 screens with aggregate seating
capacity of approximately 2.15 million viewers spread across India. Since the
beginning of operations, it has digitally delivered more than 8,800 movies in
India until February 28, 2015. As at February 28, 2015, its global network
spans 6,626 screens worldwide, including 4,911 screens across India and 1,715
screens across Nepal, the Middle East, Israel, Mexico and the USA. The Company
created a pan-India, high-impact, in-cinema advertising platform with generally
long-term advertising rights to 3,770 screens, with an aggregate seating
capacity of approximately 1.85 million viewers and a reach of over 1,800
locations across India, as at February 28, 2015. It has been able to attract
1,669 advertisers from private and government sectors as of February 28, 2015,
compared with 1,056 advertisers in fiscal year 2014 and 563 advertisers in
fiscal 2013. It has also been able to grow the consolidated advertisement
revenue from Rs. 370.36 million to Rs. 998.64 million from fiscal year 2012 to
2014, at a compound annual growth rate of 64.21%. The Company receives revenues
primarily from (i) advertisers, through in-cinema advertising, (ii) movie
producers and distributors, for the secured delivery and screening of their
movies and (iii) exhibitors, through equipment rental and sales for digital
cinema equipment. It has a variety of revenue arrangements with exhibitors
depending on the technology format (UFO-M4 or D-Cinema) and investment in
equipment. Its technological innovation and business achievements have earned
it multiple industry awards, including (i) India’s TOP SME 100 Awards for 2014,
(ii) Inc. India 500 Certificate of Excellence in recognition of exemplary
growth in 2012, (iii) Marico Innovation Foundation’s Innovation for India
Awards 2012 – Award for Business Innovation, (iv) Technology Fast 50 – India
2010 winner, by Deloitte, (v) the Advertising Club Awards for Excellence in
Advertising and Media– For Media Innovation Digital Gold in 2007, (vi) the Idea
IIFA Innovation Award in Indian Cinema in 2007 and (vii) Global Entrepolis @
Singapore Award – For Technopreneur of the Year in the Asia-Pacific Region in
2007.
Disclaimer
UFO Moviez India
Limited is proposing, subject to receipt of requisite approvals, market
conditions and other considerations, to undertake an initial public offering of
its securities and has filed a red herring prospectus with the Registrar of
Companies, National Capital Territory of Delhi and Haryana. The Red Herring
Prospectus is available on the website of the Securities and Exchange Board of
India (SEBI) at www.sebi.gov.in and the
respective websites of the Global Coordinators and Book Running Lead Managers
at www.axiscapital.co.in and http://www.online.citibank.co.in/rhtm/citigroupglobalscreen1.htm.
Investors should note that investment in equity shares involves a high degree
of risk and for details relating to the same, please refer to the Red Herring
Prospectus, including the section "Risk Factors" on page 24 of the
Red Herring Prospectus. Potential investors should not rely on the draft Red
Herring Prospectus filed with the SEBI in making any investment decision. This
document is not an offer of securities for sale in the United States or
elsewhere. This document has been prepared for publication in India and is not
for publication or distribution, directly or indirectly, in or into the United
States. The Equity Shares have not been and will not be registered under the
U.S Securities Act of 1933, as amended (the "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 state securities laws. Accordingly, the Equity Shares are
being offered and sold (i) in the United States only to “qualified
institutional buyers” (as defined in Rule 144A under the U.S. Securities Act)
in transactions exempt from the registration requirements of the U.S. Securities
Act and (ii) outside the United States in compliance with Regulation S under
the U.S Securities Act and the applicable laws of the jurisdiction where these
offers and sales occur. There will not and is not currently intended to be any
public offering of securities in the United States. As such, please read the
Preliminary Offering Memorandum available with the Managers before making an
investment decision.
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