Metropolis
Healthcare Limited: Initial public offering to open on April 03, 2019 and to close
on April 05, 2019
Price Band: Rs. 877 to Rs. 880 per
Equity Share
Metropolis Healthcare Limited (the “Company”), one of the leading
diagnostics companies in India, by revenue, as of March 31, 2018 (Source: Frost
& Sullivan) proposes to open its initial public offering (“IPO”) of Equity Shares on April 03, 2019*.
Net Offer
The IPO consists of
13,685,095 equity shares of face value of Rs. 2 each (“Equity Shares”)
consisting of an Offer for Sale of up to 6,272,335 Equity Shares by Dr. Sushil
Kanubhai Shah (the “Promoter Selling
Shareholder”) and up to 7,412,760 Equity Shares by CA Lotus Investments
(the “Investor Selling Shareholder”)
(the “Offer”).
The Offer includes a
reservation of up to 300,000 Equity Shares, for subscription by Eligible Employees
(the “Employee Reservation Portion”).
Minimum lot of 17 Equity Shares..!
The Offer less the Employee Reservation Portion is hereinafter referred to as
the “Net Offer”, and such Net Offer
aggregates up to 13,385,095 Equity Shares.
The Bid/Offer Closing
Date is on April 05, 2019. The Price Band for the Offer is from Rs. 877 to Rs. 880
per Equity Share. Bids can be made for a minimum lot of 17 Equity Shares and in
multiples of 17 Equity Shares thereafter.
Listed on BSE and NSE
The Equity Shares
are proposed to be listed on BSE and NSE (the “Stock Exchanges”).
The Book Running
Lead Managers (“BRLMs”) to the Offer are JM Financial Limited, Credit
Suisse Securities (India) Private Limited, Goldman Sachs (India) Securities
Private Limited, HDFC Bank Limited and Kotak Mahindra Capital Company Limited.
The objects of
the Offer are to achieve the benefits of listing the Equity Shares on the Stock
Exchanges and for the Offer for Sale.
Book Building Process
In terms of Rule 19(2)(b) of the Securities Contracts (Regulation)
Rules, 1957, as amended (“SCRR”) read with Regulation 41 of the Securities and
Exchange Board of India (Issue of
Capital and Disclosure Requirements) Regulations, 2009, as amended (“SEBI ICDR Regulations”), the Offer is
being made for at least 10% of the post-Offer paid up Equity Share capital of the
Company.
Further, the Offer is being made through the Book Building Process, in
compliance with Regulation 26(2) of the SEBI ICDR Regulations, wherein at least
75% of the Net Offer shall be Allotted on a proportionate basis to Qualified
Institutional Buyers (“QIBs”) (“QIB Portion”), provided that the Company
and the Selling Shareholders, in consultation with the BRLMs, may allocate up
to 60% of the QIB Portion to Anchor Investors, on a discretionary basis (“Anchor Investor Portion”), of which
one-third shall be reserved for domestic Mutual Funds, subject to valid Bids being
received from domestic Mutual Funds at or above the Anchor Investor Allocation
Price.
In the event of under subscription, or non-allocation in the Anchor
Investor Portion, the balance Equity Shares shall be added to the QIB Portion.
Further, 5% of the QIB Portion (excluding the 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 QIBs, subject to valid Bids being received from them at
or above the Offer Price. If at least 75% of the Net Offer cannot be allotted
to QIBs, the entire application money shall be refunded forthwith.
Retail Individual Investors..!
Further, not
more than 15% of the Net Offer will be available for allocation on a
proportionate basis to Non-Institutional Investors and not more than 10% of the
Net Offer will be 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 (except Anchor Investors) shall
mandatory participate in this Offer only through the Application Supported by
Blocked Amount (“ASBA”) process and
shall provide details of their respective bank account in which the Bid amount
will be blocked by the SCSBs or under the UPI mechanism, as the case may be.
Anchor Investors are not permitted to participate in the Anchor Investor
Portion through the ASBA process.
*The Company and the Selling Shareholders
may in consultation with the Book Running Lead Managers, consider participation
by Anchor Investors in accordance with the SEBI ICDR Regulations. The Anchor
Investor Bid/Offer Period shall be one Working Day prior to the Bid/Offer
Opening Date; i.e., April 02, 2019.
All capitalized terms used herein and not specifically defined shall
have the same meaning as ascribed to them in the RHP (Red Herring Prospectus).
Disclaimer:
METROPOLIS HEALTHCARE 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 registered the Red Herring
Prospectus with the RoC.
The Red Herring Prospectus shall be available on the
websites of SEBI, BSE, NSE at www.sebi.gov.in,
www.bseindia.com and www.nseindia.com, respectively, and is
available on the websites of the Book Running Lead Managers (“BRLMs”), i.e. JM Financial Limited,
Credit Suisse Securities (India) Private Limited, Goldman Sachs (India)
Securities Private Limited, HDFC Bank Limited and Kotak Mahindra Capital
Company Limited at www.jmfl.com, www.credit-suisse.com, www.goldmansachs.com, www.hdfcbank.com and www.investmentbank.kotak.com,
respectively.
Potential investors should note that investment in equity shares
involves a high degree of risk and for details relating to the same, see “Risk
Factors” beginning on page 20 of the Red Herring Prospectus. Potential
investors should not rely on the Draft Red Herring Prospectus for any
investment decision.
These materials are not for publication
or distribution, directly or indirectly, in or into the United States
(including its territories and possessions, any state of the United States and the
District of Columbia). These materials are not an offer of securities for sale
into the United States, Canada or Japan.
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 (“U.S. 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 U.S. Securities Act and applicable
state securities laws.
Accordingly, such Equity Shares are being offered and
sold (i) outside of the United States in offshore transactions in reliance on
Regulation S under the U.S. Securities Act and the applicable laws of the
jurisdiction where those offers and sales occur; and (ii) to “qualified
institutional buyers” (as defined in Rule 144A (“Rule 144A”)) under the U.S.
Securities Act), pursuant to the private placement exemption set out in Section
4(a) of the U.S. Securities Act. No public offering of securities is being made
in the United States
METROPOLIS HEALTHCARE LIMITED
Registered and Corporate Office: 250 D Udyog Bhavan, Hind Cycle Marg, Worli, Mumbai 400 030, Maharashtra, India; Tel: (91 22) 6258 2810
Website: www.metropolisindia.com Corporate Identity Number: U73100MH2000PLC192798
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