Bharat Dynamics IPO Basis of Allotment

BHARAT DYNAMICS LIMITED

Our Company was incorporated as a private limited company on July 16,1970 as 'Bharat Dynamics Private Limited' with the Registrar of Companies, Hyderabad under the Companies Act, 1956. The Board of Directors in their meeting held on October 07, 1970 passed a resolution for deleting the word 'private' from the name of our Company and the name of our Company was changed to 'Bharat Dynamics Limited' pursuant to an amendment to the certificate of incorporation issued by the Registrar of Companies, Hyderabad. Our Company became a deemed public limited company under Section 43 Aof the Companies Act, 1956 with effect from July 01,1975 Subsequent to the abolition of Section 43 A of the Companies Art, 1956, with effect from December 13, 2000. our Company again became a private limited company Further, our Company was converted to a public limited company and a fresh certificate of incorporation pursuant to conversion from private to public was issued by the RoC on October27, 2017. For further details in connection with change in name and registered office of our Company. please see 'History and Certain Corporate Matters' on page 140 of the Prosperous dated March 16, 2018 ('Prospectus').

Registered Office: Kanchanbagh, Hyderabad - 500 058, Telengana, India; Corporate Office: Plot no.38-39, TSFC Building, Near ICICI Towers, Financial District, Gachibowli, Hyderabad-500032, Contact Person: N. Nagaraja, Company Secretary and Compliance Officer;
Telephone: +91 40 2434 4979 | Fax: +91 40-2434 0660 | E-mail: investors@bdl-india.com | Website: www.bdl-india.com ; Corporate Identification Number: U24292TG1970G0l001353

OUR PROMOTER: THE PRESIDENT OF INDIA, ACTING THROUGH THE MINISTRY OF DEFENCE, GOVERNMENT OF INDIA

Our Company has Registered the Prospectus dated March 16, 2018 with the RoC and the Equity Shares are proposed to be listed on National Stock Exchange of India Limited ('NSE') and BSE Limited ('BSE') and the trading will commence on March 23, 2018.

BASIS OF ALLOTMENT

INITIAL PUBLIC OFFERING OF 22,451,953 EQUITY SHARES OF FACE VALUE OF RS 10 EACH ('EQUITY SHARES') OF BHARAT DYNAMICS LIMITED (OUR 'COMPANY' OR THE 'ISSUER') THROUGH AN OFFER FOR SALE BY OUR PROMOTER, THE PRESIDENT OF INDIA, ACTING THROUGH THE MINISTRY OF DEFENCE, GOVERNMENT OF INDIA (THE 'SELLING SHAREHOLDER'), FOR CASH AT A PRICE OF RS 428* PER EQUITY SHARE (THE 'OFFER PRICE'), AGGREGATING TO RS 9527.88 MILLION (THE 'OFFER'). THE COMPANY HAS RESERVED A PORTION OF 458,203 EQUITY SHARES FOR ALLOCATION AND ALLOTMENT TO ELIGIBLE EMPLOYEES (AS DEFINED HEREIN). ('EMPLOYEE RESERVATION PORTION').. THE OFFER LESS EMPLOYEE RESERVATION PORTION IS REFERRED TO AS THE NET OFFER. THE OFFER AND THE NET OFFER WILL CONSTITUTE 12.25% AND 12.00% RESPECTIVELY, OF THE PRE AND POST OFFER PAID-UP EQUITY SHARE CAPITAL OF OUR COMPANY.

* A discount of approximately 2.34% was offered to Retail Individual Bidders ('Retail Discount') equivalent to Rs 10 per Equity Share and to Eligible Employees Bidding in the Employee Reservation Portion ('Employee Discount') equivalent to Rs 10 per Equity Share.

Price Band: Rs 413 to 428 per Equity Share of face value of Rs 10 each. | Employee Discount and Retail Discount: Rs 10 per Equity Share on Offer Price
The Floor Price is. 41.3 times the face value and the Cap Price is 42.8 times the face value. | Bids can he made for a minimum of 35 Equity Shares and in multiples of 35 Equity Shares thereafter.

Risks to Investors

i. The three Book Running Lead Managers associated with the offer have handled 26 public issues in the past three years out of which 7 issues closed below the issue price on listing date.

ii. There are no comparable listed companies in India engaged in the same line of business as the Company, hence comparison with industry peers are not applicable.

Ill. Further, Investors should take note of risk factor number 2 on page 5 of the Prospectus titled 'As a result of national security concerns, certain information In relation to our business and operations Is classified as secret and confidential' pursuant to which we have not disclosed such information in the Prospectus nor provided such information to the BRLMs and other intermediaries and advisors involved in this Offer'.

BID/OFFER PROGRAMME
OPENED ON TUESDAY, MARCH 13, 2018 | CLOSED ON THURSDAY, MARCH 15, 2018

The Offer is being made in terms of Rule 19(2)(b)(iii) of the Securities Contracts (Regulation) Rules, 1957, as amended ('SCRR'), wherein at least 10% of the post-Offer Equity Share capital of our Company was offered to the public. The Offer 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 end Disclosure Requirements) Regulations, 2009, as amended ('SEBI ICDR Regulations'), wherein not more than 50% of the Net Offer was made available for allocation on a proportionate basis to Qualified Instriutional Buyers ('QIB Portion'), 5% of the QIB Portion was made available for allocation on a proportionate basis, to Mutual Funds only. The remainder of the QIB Portion was made   made available for allocation on a proportionate basis to all QIBs, including Mutual Finds, subject to valid Bids being received from them at or above the Offer Price. However, If the aggregate demand from Mutual Funds is less than 5% of the QIB Portion, the balance Equity Shares available for allocation in the Mutual Funds Portion will be added to the remaining QIB Portion for proportionate allocation to QIBs. Further, not less than 15% of the Net Offer was available for allocauon on proportionate basis to Non-lnstitutionai Bidders and not less than 35% of the Net Offer was available for allocation to Retail individual Bidders in accordance with the SEBI ICDR Regulations, subject to valid Bids being received from them at or above the Offer Price. All Bidders shall participate in the Offer mandatorily through the Applications Supported by Blocked Amount ('ASBA') process by providing the details of their respective ASBA Accounts in which the corresponding Bid Amount will be blocked by the SCSBs For details, see 'Offer Procedure' on page 338 of the Prospectus.

The Offer received 178803 applications for 2860868 Equity Shares (prior to technical rejections) resulting in 1.28 times subscription. The details of the applications received in the offer from various categories are as under (prior te technical rejections):

Final Demand

A summary of the final demand as at differeni Bid prices is as under

The Basis of Allotment was finalized in consultation with the Designated Stock Exchange, being NSE on March 21, 2018

A. Allotment to Retail Individual Investors (after technical rejections)

Tha Basis of Allotment 1o the Retail Individual Investors, who have placed bid at 1ha Cut-Off Price or at the Offer Price of 7 426 {less discount of ? 1 Q'-j per Equity Share, was finalized in consultation with NSE. Thiscalegory has been subscribed to the extent of 1.13 times. The total number of Equity Shares Aliened in Retai Portion 15 66$6921 Equ*1y Shares (Including 939103 shares sailed over from Employee ano Non-tnsiituuOnat C: h Inge � -.-1 :. 172085 successful Ratal Individual Investors. The category-wise derails of !he Basis of Allolmcnt are asundsr:

B. Allotment to Non-lnstitutional Investors (After Technical Rejections)

The Basis of Allolmcnt to the Non- Institutional Investors, who have placed bid at the Offer Price of Rs 428/- per Equity Share or above, was finalized in consultation with NSE. The Non-Institutional Portion has been subscribed to the extent of 0.43 times. The tolal number of Equity Shares Allotted in this category is 1424780 Equity Shares to 255 successful Non-Institutional Investors. The under subscribed portion of 1935244 shares were spilled over to QIB and Retail categories in the ratio of 50:35, respectively.

The category-wise details of the Basis of Allotment are as under. (Sample)

C. Allotment to QIBs (after technical rejections)

Allotment to QIBs, who have Bid at the Offer Price of Rs 428 per Equity Share or above, has been done on a proportionate basis in consultation with NSE. This category has been subscribed to the extent of 1.50 times of QIB Portion. As per the SEBI ICDR Regulations, Mutual Funds were Allotted 5% of the Equity Shares of QIB Portion available i.e. 616923 Equity Shares (including spillover of 10160 and 569191 Equity Shares from Employee and Nil categories respectively) and other QIBs, including Mutual Funds were Allotted the remaining available Equity Shares 11721529 Equity Shares (including spillover of 203200 and 1138378 Equity Shares from Employee and Nil categories respectively) on a proportionate basis. The total number of Equity Shares Allotted in the QIB Portion is 12338452 Equity Shares, which were allotted to 12 successful QIB Bidders. The category-wise details of the Basis of Allotment are as under:

D. Allotment to Eligible Employees (after technical rejections)

The Basis of Allotment to the Eligible Employees, who have placed bid at the cut of price of Rs 428 (less discount of Rs 10/-) per Equity Share or above, was firalized in consultation with NSE. The Eligible Employees Portion has been subscribed to the extent of 0.11 times. The total number of Equity Shares Allotted in this category is 51800 Equity Shares to 289 successful Bidders. The under subscribed portion of 406403 shares were spilled over to QIB, Retail and Nil categories in the ratio of 50:35:15, respectively.

The category-wise details of the Basis of Allotment are as under

The total reflects the data petaining to all the applications received in Eligible Employees category.
The Board of Directors of the Company on March 21, 2018 has taken on record the Basis of Allotment of Equity Shares approved by the Designated Stock Exchange, being NSE and has allotted the equity shares to various successful Bidders. The Allotment Advice Cum-Intimations and/or notices are being dispatched to the address of the investors as registered with the depositories. Further, the instructions to the Self Certified Syndicalc Banks for unblocking of funds, transfer to Public Offer Account have been issued on March 21,2018 and payment to non-Syndicate brokers have been issued on March 22, 2018. In case the same is not received within ten days, investors may contact the Registrar to the Offer at the address given below. The Equity Shares Allotted to the successful Allottees have teen uploaded on March 22,2018 for credit into the respective beneficiary accounts subject to validation of the account details with the depositories concerned. The Company has filed the Listing applications with NSE and BSE on March 21, 2018. The Company has received listing and trading approvals from NSE and BSE and the trading will commence on or about March 23,2018.

All capitalised terms used and not specifically defined herein shall have the same meaning as ascribed to them in the Prospectus.

INVESTORS PLEASE NOTE

The details of the allotment made have been hosted on the website of the Registrar to the offer, Alankit Assignments Limited Limited at www.alankit.com .All future correspondence in this regard may kindly be addressed to the Registrar to the Offer quoting full name of the first/ sole Bidder. Bid cum Application Form number, Bidder DP ID, Client ID, PAN, date of submission of Bid cum Application Form, address of the Bidder, number of Equity Shares applied for, the name and address of the Designated Intermediary where the Bid curn Application Form was sub,itted by the Bidder and a copy of the Acknowledgment Slip received from the Designated Intermediary at the address of Registrar.

ALANKIT ASSIGNMENTS LIMITED

Address: 205 - 208, Anarkali Complex, Jhandewalan Extension, New Delhi, 110 055, India.
Telephone: +91 11 4254 1234:  facsimile: -+91 11 4154 3474
Email: bdl_ipo@alankit.com ; Website: www.alankit.com
Investor Grievance ID: bdl_igr@alankit.com
Contact Person: Pankaj Goenka /Bojimon
SEBI Registration Number: INR000002532

THE LEVEL OF SUBSCRIPTION SHOULD NOT BE TAKEN TO BE INDICATIVE OF EITHER THE MARKET PRICE OF THE EQUITY SHARES ON LISTING OR THE BUSINESS PROSPECTS OF BHARAT DYNAMICS LIMITED.