Prataap Snacks Limited – Initial Public Offer to open on Friday, September 22, 2017 and to close on Tuesday, September 26, 2017

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 Price Band fixed from Rs. 930 to Rs. 938 per Equity Share

Mumbai, September, 15 2017: Prataap Snacks Limited (“Company” or “Issuer”) proposes to open on Friday, September 22, 2017, an Initial Public Offering of Equity Shares of face value of Rs. 5 each (“Equity Shares”) for cash at a price including a share premium (the “Offer”) comprising a fresh issue of Equity Shares aggregating up to Rs. 2,000 million (the “Fresh Issue”) and an offer for sale of up to [●] Equity Shares by the Selling Shareholders, comprising an offer for sale of up to 3,005,770 Equity Shares including up to 369,451 Equity Shares by Sequoia Capital GFIV Mauritius Investment (“SCG”) and up to 94,266 equity shares by Sequoia Capital India Growth Investment Holdings I (“SCIGIH”) (collectively referred to as the “Investor Selling Shareholders”) up to 1,317,093 Equity Shares by SCI Growth Investments II (“SCI”) , upto 183,740 Equity Shares by Arvind Mehta, up to 139,200 Equity Shares by Naveen Mehta, up to 139,200 Equity Shares by Arun Mehta, up to 361,920 Equity Shares by Rajesh Mehta, up to 66,820 Equity Shares by Kanta Mehta, up to 77,950 Equity Shares by Premlata Kumat, up to 22,270 Equity Shares by Swati Bapna, up to 116,930 Equity Shares by Apoorva Kumat and up to 116,930 Equity Shares by Amit Kumat (together, the “Promoter Selling Shareholders”, and together with the Investor Selling Shareholders, the “Selling Shareholders”). The issue includes a reservation of up to 42,000 Equity Shares aggregating to Rs. [●] million for subscription by Eligible Employees (“Employee Reservation Portion”). An Employee Discount of Rs. 90 per Equity Share to the Issue Price will be offered to the Eligible Employees Bidding in the Employee Reservation Portion.

 

The Price Band for the Issue is fixed from Rs. 930 to Rs. 938 per Equity Share. Bids can be made for a minimum of 15 Equity Shares and in multiples of 15 Equity Shares thereafter. The Bid/ Issue will close on Tuesday, September 26, 2017. The Anchor Investor Bid/Issue Period, if any, shall be one Working Day prior to the Bid/Issue Opening Date.

 

The Company and the Selling Shareholders may, in consultation with the Global Coordinators and Book Running Lead Managers (“GCBRLMs”) and the Book Running Lead Manager (“BRLM”), consider participation by Anchor Investors. The Anchor Investors shall Bid during the Anchor Investor Bidding Date, i.e., one Working Day prior to the Bid/Issue Opening Date.

 

The GCBRLMs to the Issue are Edelweiss Financial Services Limited and JM Financial Institutional Securities Limited. The BRLM is Spark Capital Advisors (India) Private Limited.

 

The Equity Shares offered through the RHP are proposed to be listed on the BSE Limited (“BSE”) and National Stock Exchange of India Limited (“NSE”).

 

The Issue is being made through the Book Building Process in accordance with Regulation 26(1) of the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2009, as amended (the “SEBI ICDR Regulations”), wherein at least 50% of the Net Issue shall be Allotted on a proportionate basis to Qualified Institutional Buyers (“QIBs”), provided that the Company and the Selling Shareholders in consultation with the GCBRLMs and the BRLM may allocate up to 60% of the QIB Portion to Anchor Investors, on a discretionary basis (the “Anchor Investor Portion”), out of which at least one-third will 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 accordance with the SEBI ICDR Regulations.

 

The number of Equity Shares representing 5% of the QIB Portion (excluding Anchor Investor Portion) shall be available for allocation on a proportionate basis to Mutual Funds only. The remainder of the QIB Portion shall be available for allocation on a proportionate basis to all QIB Bidders (other than Anchor Investors), including Mutual Funds, subject to valid Bids being received at or above the Issue Price. However, if the aggregate demand from Mutual Funds is less than 5% of the QIB Category, then all Mutual Funds may get full Allotment to the extent of valid Bids received above the Issue Price.

 

Further, not less than 15% of the Net Issue shall be available for allocation on a proportionate basis to Non-Institutional Bidders and not less than 35% of the Net Issue shall be available for allocation to Retail Individual Bidders in accordance with the SEBI ICDR Regulations, subject to valid Bids being received at or above the Issue Price. All potential investors, other than Anchor Investors, are required to mandatorily use the Applications Supported by Blocked Amount (“ASBA”) process providing the details of their respective bank account which will be blocked by the Self Certified Syndicate Bank (“SCSBs”), to participate in this Issue.

 

Disclaimer:

 

Prataap Snacks Limited is proposing, subject to applicable statutory and regulatory requirements, receipt of requisite approvals, market conditions and other considerations, to make an initial public offer of its Equity Shares and has filed the RHP with the RoC. The RHP will be available on the websites of SEBI, BSE, NSE at www.sebi.gov.inwww.bseindia.comwww.nseindia.com, respectively and is available on the websites of the GCBRLMs at www.edelweissfin.com and www.jmfl.com, respectively and is available on the website of the BRLM at www.sparkcapital.in. Any potential investors should note that investment in equity shares involves a high degree of risk and for details relating to the same, refer to the Section titled “Risk Factors” on page 18 of the RHP. Potential investors should not rely on the DRHP filed with the SEBI for making any investment decision.

 

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

 

Disclaimer Clause of the SEBI: SEBI only gives its observations on the Issue documents and this does not constitute approval of either the Issue or the specified securities or the Issue

document. The investors are advised to refer to page 411 of the RHP for the full text of the Disclaimer Clause of SEBI.

 

Disclaimer Clause of the NSE (The Designated Stock Exchange): 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 page 421 of the RHP for the full text of the Disclaimer Clause of NSE.

 

Disclaimer Clause of the BSE: It is to be distinctly understood that the permission given by BSE should not in any way be deemed or construed that the RHP has been cleared or

approved by BSE nor does it certify the correctness or completeness of any of the contents of the RHP. The investors are advised to refer to page 420 of the RHP for the full text of the Disclaimer Clause of the BSE.

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