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Bharti Infratel Limited
The Company was incorporated as 'Bharti Infratel Limited' on November 30,2006, at New
Delhi, as a public limited company under the Companies Act, 1956, as amended (the
'Companies Act'). The Company received a certificate of commencement of business
on April 10,2007 from the Registrar of Companies, National Capital Territory of Delhi and
Haryana ('RoC'). For details of changes in the registered office ofthe Company,
please see the section 'History and Certain Corporate Matters' on page 168 of
the Prospectus dated December 19,2012 (the 'Prospectus'). Registered
Office: Bharti Crescent, 1, Nelson Mandela Road, Vasant Kunj, Phase-ll, New Delhi
110 070; Corporate office: Park Centra, Sector-30, Village Silokhara,
Gurgaon 122 001; Contact Person: Anupam Garg, Company Secretary and Compliance
Officer; Tel: (91 11) 4666 6100; Fax: (91 11) 4166 6137; Email:
compliance.officer@bharti-infratel.in;
Website: www.bharti-infratel.com
PROMOTER OF THE COMPANY: BHARTI AIRTEL
LIMITED
PUBLIC ISSUE OF 188,900,000 EQUITY SHARES OF A FACE VALUE RS.10 EACH OF BHARTI
INFRATEL LIMITED (THE 'COMPANY' OR THE 'ISSUER') FOR CASH AT A PRICE
OF RS.220* PER EQUITY SHARE (INCLUDING A SHARE PREMIUM OF RS.210 PER EQUITY SHARE) FOR QIB
BIDDERS (OTHER THAN ANCHOR INVESTORS) AND NON INSTITUTIONAL BIDDERS AND AT A PRICE OF
RS.210 PER EQUITY SHARE (INCLUDING A SHARE PREMIUM OF RS.200 PER EQUITY SHARE) FOR RETAIL
INDIVIDUAL BIDDERS, AGGREGATING TO RS.41,727,596,000, CONSISTING OF A FRESH ISSUE OF
146,234,112 EQUITY SHARES AGGREGATING UP TO RS.32,302,794,849 (THE 'FRESH
ISSUE') AND AN OFFER FOR SALE OF 42,665,888 EQUITY SHARES BY THE SELLING SHAREHOLDERS
(AS DEFINED IN THE SECTION 'DEFINITIONS AND ABBREVIATIONS') AGGREGATING TO
RS.9,424,801,151 (THE 'OFFER FOR SALE' AND TOGETHER WITH THE FRESH ISSUE, THE
'ISSUE'). THE ISSUE WILL CONSTITUTE 10% OF THE POST-ISSUE PAID-UP EQUITY SHARE
CAPITAL OF THE COMPANY. THE FACE VALUE OF EQUITY SHARES IS RS.10 EACH. THE ISSUE PRICE IS
RS.220 PER EQUITY SHARE AND IS 22 TIMES THE FACE VALUE OF THE EQUITY SHARES.
*A discount of Rs.10 to the Issue Price has been offered to Retail Individual
Bidders. The Retail Discount does not exceed 5% of the Issue Price. Anchor Investor Issue
Price is Rs.230 per Equity Share. Allotment in the Issue was made only in electronic form
in multiples of one (1) Equity Share subject to a minimum Allotment of 50 Equity Shares.
Bid/Issue opened on December 11,2012 and Closed on December
14,2012*
*Bid/lssue Closed for QIB Bidders on December 13,2012
*Anchor Investor Bid/Issue period was December 10,2012 The Equity Shares of the Company
are proposed to be listed on the BSE Limited ('BSE') and the National Stock
Exchange of India Limited
('NSE') and the trading is expected to commence on December 28,2012.
In temns of Rule 19(2) (b)(ii) of the Securities Contracts (Regulation) Rules, 1957, as
amended, this was an Issue for atleast 10% of the post-Issue capital of the Company where
the post-Issue capital of the Company calculated at the Issue Price (including Anchor
Investor Issue Price) is more than Rs.4,000 million. This Issue was made through the Book
Building Process, wherein 50% of the Issue was allocated on a proportionate basis to
Qualified Institutional Buyers ('QIBs') ('QIB Portion'). Our Company
has allocated 30% of the QIB Portion to Anchor Investors, on a discretionary basis (the
'Anchor Investor Portion'), of which one-third was reserved for domestic Mutual
Funds, subject to valid Bids being received from domestic Mutual Funds at or above the
Anchor Investor Issue Price. Further, 5% of the QIB Portion (excluding Anchor Investor
Portion) was available for allocation on a proportionate basis to Mutual Funds only and
the remainder of the QIB Portion was available for allocation on a proportionate basis to
all QIB Bidders, including Mutual Funds, subject to valid Bids being received from them at
or above the Issue Price. Further, not less than 15% ofthe Issue was available for
allocation on a proportionate basis to Non-Institutional Bidders and not less than 35%
ofthe Issue was available for allocation to Retail Individual Bidders, in accordance with
the SEBI Regulations, subject to valid Bids being received at or above the Issue Price.
The Issue received 57,842 applications for 238,810,800 Equity Shares (including Anchor
Investors) resulting in 1.12 times subscription in terms of the number of Equity Shares
Bid for post gross collection less cheque returns/unpaid reported before technical
rejections (including the Anchor Investor portion).
The details of the applications received in the Issue from Qualified Institutional
Buyers, Non-Institutional Bidders, Retail Individual Bidders and Anchor Investors are as
under (Before technical rejections, but after cheque returns):
|
Category |
No. of Applications |
No. of Equity Shares |
No. of Times Subscription
(in terms of amount collected) |
| A |
Retail Individual Bidders |
57,646 |
11,853,250 |
1.04 |
| B |
Non Institutional Bidders |
65 |
8,336,350 |
1.00 |
| C |
Qualified Institutional Bidders (excl Anchor Investors) |
97 |
187,928,700 |
1.33 |
| D |
Anchors |
34 |
30,692,500 |
1.08 |
|
TOTAL |
57,842 |
238,810,800 |
1.26 |
Final Demand
A summary of the final demand as per the BSE and the NSE as on the Bid/Offer Closing date
at different bid prices is as under:
Bid
Price |
No. of
Equity Shares |
% to
Total |
Cumulative
Total |
Cumulative %
to total |
| 210 |
54,022,400 |
16.71 |
54,022,400 |
16.71 |
| 211 |
9,100 |
0.00 |
54,031,500 |
16.71 |
| 212 |
5,600 |
0.00 |
54,037,100 |
16.71 |
| 213 |
1,650 |
0.00 |
54,038,750 |
16.71 |
| 214 |
500 |
0.00 |
54,039,250 |
16.71 |
| 215 |
25,400 |
0.01 |
54,064,650 |
16.72 |
| 216 |
3,150 |
0.00 |
54,067,800 |
16.72 |
| 217 |
1,600 |
0.00 |
54,069,400 |
16.72 |
| 218 |
750 |
0.00 |
54,070,150 |
16.72 |
| 219 |
250 |
0.00 |
54,070,400 |
16.72 |
| 220 |
7,821,600 |
2.42 |
61,892,000 |
19.14 |
| 221 |
1,240,700 |
0.38 |
63,132,700 |
19.53 |
| 222 |
4,250 |
0.00 |
63,136,950 |
19.53 |
| 223 |
800 |
0.00 |
63,137,750 |
19.53 |
| 224 |
300 |
0.00 |
63,138,050 |
19.53 |
| 225 |
37,400 |
0.01 |
63,175,450 |
19.54 |
| 226 |
250 |
0.00 |
63,175,700 |
19.54 |
Bid
Price |
No. of
Equity Shares |
% to
Total |
Cumulative
Total |
Cumulative %
to total |
| 227 |
150 |
0.00 |
63,175,850 |
19.54 |
| 228 |
300 |
0.00 |
63,176,150 |
19.54 |
| 229 |
1,200 |
0.00 |
63,177,350 |
19.54 |
| 230 |
113,008,150 |
34.95 |
176,185,500 |
54.49 |
| 231 |
350 |
0.00 |
176,185,850 |
54.49 |
| 232 |
900 |
0.00 |
176,186,750 |
54.49 |
| 233 |
50 |
0.00 |
176,186,800 |
54.49 |
| 234 |
1,050 |
0.00 |
176,187,850 |
54.49 |
| 235 |
12,200 |
0.00 |
176,200,050 |
54.49 |
| 236 |
250 |
0.00 |
176,200,300 |
54.49 |
| 237 |
200 |
0.00 |
176,200,500 |
54.49 |
| 238 |
1,050 |
0.00 |
176,201,550 |
54.49 |
| 239 |
1,500 |
0.00 |
176,203,050 |
54.50 |
| 240 |
137,536,350 |
42.54 |
313,739,400 |
97.03 |
| Cutoff |
9,597,450 |
2.97 |
323,336,850 |
100.00 |
| Total |
323,336,850 |
100.00 |
|
|
The Basis of Allotment was finalized in consultation with NSE, being
the Designated Stock Exchange on Decernber 21,2012 and was taken on record by the Board of
Directors of the Company in their meeting on December 22,2012.
A. Allocation to Retail Individual Bidders (after technical
rejection)(Including ASBA Applications)
The Basis of Allotment to the Retail Individual Bidders, who have bid at Cut-off Price or
at or above the Issue Price of Rs.210 per Equity Share (The Issue Price is Rs.220 per
Equity Share and a discount of Rs.10 to the Issue Price has been offered to Retail
Individual Bidders), was finalized in accordance with the SEBI Regulations, in
consultation with NSE. This category has been subscribed to the extent of 0.172055 times.
The total number of Equity Shares allocated in the Retail Individual Bidder category is
11375400 Equity Shares, allocated to 54850 successful applicants. The category-wise
details ofthe Basis of Allotment are as under:
| Category (No. of
Equity Shares applied for) |
No. of applications
received |
% to total |
Total No. of Equity
Shares applied |
% to total |
No. of Equity Shares
allocated per applicant |
Ratio of allottees to
applications |
Total No. of Equity
Shares allocated |
| 50 |
25,683 |
46.82 |
1,284,150 |
11.29 |
50 |
1:1 |
1,284,150 |
| 100 |
10,166 |
18.53 |
1,016,600 |
8.94 |
100 |
1:1 |
1,016,600 |
| 150 |
2,094 |
3.82 |
314,100 |
2.76 |
150 |
1:1 |
314,100 |
| 200 |
4,052 |
7.39 |
810,400 |
7.12 |
200 |
1:1 |
810,400 |
| 250 |
1,239 |
2.26 |
309,750 |
2.72 |
250 |
1:1 |
309,750 |
| 300 |
927 |
1.69 |
278,100 |
2.44 |
300 |
1:1 |
278,100 |
| 350 |
291 |
0.53 |
101,850 |
0.90 |
350 |
1:1 |
101,850 |
| 400 |
1,998 |
3.64 |
799,200 |
7.03 |
400 |
1:1 |
799,200 |
| 450 |
1,059 |
1.93 |
476,550 |
4.19 |
450 |
1:1 |
476,550 |
| 500 |
930 |
1.70 |
465,000 |
4.09 |
500 |
1:1 |
465,000 |
Category
(No. of Equity Shares applied for) |
No. of applications received |
% to total |
Total No. of Equity Shares
applied |
% to total |
No. of Equity Shares allocated
per applicant |
Ratio of allottees to
applications |
Total No. of Equity Shares
allocated |
| 550 |
88 |
0.16 |
48,400 |
0.43 |
550 |
1:1 |
48,400 |
| 600 |
160 |
0.29 |
96,000 |
0.84 |
600 |
1:1 |
96,000 |
| 650 |
137 |
0.25 |
89,050 |
0.78 |
650 |
1:1 |
89,050 |
| 700 |
93 |
0.17 |
65,100 |
0.57 |
700 |
1:1 |
65,100 |
| 750 |
82 |
0.15 |
61,500 |
0.54 |
750 |
1:1 |
61,500 |
| 800 |
984 |
1.79 |
787,200 |
6.92 |
800 |
1:1 |
787,200 |
| 850 |
2,438 |
4.44 |
2,072,300 |
18.22 |
850 |
1:1 |
2,072,300 |
| 900 |
148 |
0.27 |
133,200 |
1.17 |
900 |
1:1 |
133,200 |
| 950 |
2,281 |
4.16 |
2,166,950 |
19.05 |
950 |
1:1 |
2,166,950 |
| Total |
54,850 |
100 |
11,375,400 |
100 |
|
|
11,375,400 |
B. Allocation to Non Institutional Bidders (aftertechnical
rejection) (including ASBAapplications)
The Basis of Allotment to the Non Institutional Bidders, who have bid at or above the
Issue price of ? 220 per Equity share was finalized on a proportionate basis in
consultation with NSE. This category has been subscribed to the extent of 0.293894 times.
The total number of Equity Shares allocated in the Non Institutional bidder category is
8,327,500 Equity Shares, allocated to 61 successful applicants. The category wise details
ofthe Basis of Allotment are as under:
| Category (No. of Equity Shares applied for) |
No. of applications received |
% to total |
Total No. of Equity Shares applied |
% to total |
No. of Equity Shares allocated per applicant |
Ratio of allottees to applications |
Total No. of Equity Shares allocated |
| 850 |
19 |
31.15 |
16,150 |
0.19 |
850 |
1:1 |
16,150 |
| 900 |
2 |
3.28 |
1,800 |
0.02 |
900 |
1:1 |
1,800 |
| 1,000 |
6 |
9.84 |
6,000 |
0.07 |
1,000 |
1:1 |
6,000 |
| 1,200 |
2 |
3.28 |
2,400 |
0.03 |
1,200 |
1:1 |
2,400 |
| 1,250 |
1 |
1.64 |
1,250 |
0.02 |
1,250 |
1:1 |
1,250 |
| 1,500 |
2 |
3.28 |
3,000 |
0.04 |
1,500 |
1:1 |
3,000 |
| 1,650 |
3 |
4.92 |
4,950 |
0.06 |
1,650 |
1:1 |
4,950 |
| 2,050 |
1 |
1.64 |
2,050 |
0.02 |
2,050 |
1:1 |
2,050 |
| 2,100 |
1 |
1.64 |
2,100 |
0.03 |
2,100 |
1:1 |
2,100 |
| 2,550 |
1 |
1.64 |
2,550 |
0.03 |
2,550 |
1:1 |
2,550 |
| 2,700 |
1 |
1.64 |
2,700 |
0.03 |
2,700 |
1:1 |
2,700 |
| 3,300 |
1 |
1.64 |
3,300 |
0.04 |
3,300 |
1:1 |
3,300 |
| 3,750 |
|
3.28 |
7,500 |
0.09 |
3,750 |
1:1 |
7,500 |
| 4,150 |
1 |
1.64 |
4,150 |
0.05 |
4,150 |
1:1 |
4,150 |
| 5,000 |
1 |
1.64 |
5,000 |
0.06 |
5,000 |
1:1 |
5,000 |
| Category (No. of Equity Shares
applied for) |
No. of applications received |
% to total |
Total No. of Equity Shares
applied |
% to total |
No. of Equity Shares allocated
per applicant |
Ratio of allottees to
applications |
Total No. of Equity Shares
allocated |
| 5,400 |
1 |
1.64 |
5,400 |
0.06 |
5,400 |
1:1 |
5,400 |
| 6,250 |
2 |
3.28 |
12,500 |
0.15 |
6,250 |
1:1 |
12,500 |
| 8,200 |
1 |
1.64 |
8,200 |
0.10 |
8200 |
1:1 |
8,200 |
| 10,400 |
1 |
1.64 |
10,400 |
0.12 |
10,400 |
1:1 |
10,400 |
| 12,500 |
2 |
3.28 |
25,000 |
0.30 |
12,500 |
1:1 |
25,000 |
| 13,500 |
1 |
1.64 |
13,500 |
0.16 |
13,500 |
1:1 |
13,500 |
| 15,200 |
1 |
1.64 |
15,200 |
0.18 |
15,200 |
1:1 |
15,200 |
| 20,000 |
1 |
1.64 |
20,000 |
0.24 |
20,000 |
1:1 |
20,000 |
| 22,000 |
1 |
1.64 |
22,000 |
0.26 |
22,000 |
1:1 |
22,000 |
| 24,650 |
1 |
1.64 |
24,650 |
0.30 |
24,650 |
1:1 |
24,650 |
| 41,650 |
1 |
1.64 |
41,650 |
0.50 |
41,650 |
1:1 |
41,650 |
| 455,000 |
2 |
3.28 |
910,000 |
10.93 |
455,000 |
1:1 |
910,000 |
| 2,608,650 |
1 |
1.64 |
2,608,650 |
31.33 |
2,608,650 |
1:1 |
2,608,650 |
| 4,545,450 |
1 |
1.64 |
4,545,450 |
54.58 |
4,545,450 |
1:1 |
4,545,45 |
C Allocation to QIBs (excluding Anchor Investors)
(aftertechnical rejections) (including ASBAapplications)
The Basis of Allotment to QIBs who have bid at or above the Issue Price of Rs.220 per
Equity Share has been done on a proportionate basis in consultation with NSE. This
category has been over subscribed to the extent of 1.3308 times. Out of 7,043,105 Equity
Shares (including spill over from the Non-Institutional bidder category and Retail
Individual Bidder category) available for Mutual Funds, Mutual Funds were allocated
4,347,800 Equity Shares. The balance Equity Shares (i.e. 2,695,305 Equity Shares) were
further spill over to the other QIB category due to insufficient demand in the Mutual Fund
category. The total number of Equity Shares allocated in the QIB Category is 140,862,100
Equity Shares which were allocated to 96 successful applicants. The category-wise details
of the Basis of Allotment are as under:
| QIB Category |
Fls/Banks |
Flls |
MFs |
ICs |
VCs |
Total |
| Number of Equity Shares |
1,217,713 |
134,372,735 |
4,347,800 |
923,852 |
0 |
140,862,100 |
D. Allocation to Anchor Investors
The Company has allocated 28,335,000 Equity Shares to 34 Anchor Investors in consultation
with the JGCBRLMs, BRLMs and CBRLMs who have bid atthe Issue Price of Rs.230. This
represents 30% of the QIB Portion.
The Refund Orders and allotment advice and /or notices have been dispatched on or
around December 24-26,2012 to the address of the investors as registered with the
Depositories. Further the instructions to the SCSBs have been dispatched/mailed on
December 26,2012. In case the same is not received within ten days, investors may contact
the Registrar to the Issue at the address given below. The Refund Orders have been
over-printed with the bank account details as registered, if any, with the Depositories.
Commencement of Trading: The Equity Shares Allotted to successful applicants have been
credited on December 24,2012 to the beneficiary accounts of such applicants, to validation
of the account details with the Depositories concerned. The Company is taking steps for
completion of the necessary formalities to get the Equity Shares admitted for trading on
the BSE and NSE within twelve Working Days from the Bid/Issue Closing Date. The Equity
Shares are proposed to be listed on the BSE and NSE and the trading is expected to
commence on December 28,2012.
Note: All capitalized terms used and not defined herein shall have the respective
meaning assigned to them in the Prospectus.
INVESTORS PLEASE NOTE
The details of the Basis of Allotment made shall be hosted on the website ofthe Registrar
to the Issue, Karvy Computershare Private Limited at http://karisma.karvy.com
All future correspondence in this regard may kindly be addressed to the Registrar to
the Issue quoting full name of the first/ sole applicant, serial number of the Bid-Cum
Application Form, number of Equity Shares bid for, name of the member of the Syndicate and
place where the Bid-Cum Application Form was submitted and payment details at the address
given below:
Karvy Computershare Private Limited
Plot Nos. 17 - 24, VittalRao Nagar, Madhapur, Hyderabad 500 081
Tel: (91 40)44655000; Fax: (91 40)2343 1551;
Email: einward.ris@karvy.com; Website:
http://karisma.karvy.com
Place- Delhi
Date: December26,2012 |
For Bharati Infratel Limited
Sd/-
Anupam Gatg
Company Secretary and Compliance Officer |
THE LEVELOF SUBSCRIPTION SHOULD NOT BE TAKEN TO BE INDICATIVE OF EITHER THE MARKET
PRICE OF THE EQUITY SHARES ON LISTING OR THE BUSINESS PROSPECTS OF BHARTI INFRATEL
LIMITED.
Bharti Infratel Limited has filed the Prospectus with the RoC. The Prospectus is available
on the website ofthe SEBI at www.sebi.gov.in as well
as on the websites of the JGCBRLMs- DSP Merrill Lynch Limited, J. P. Morgan India Private
Limited, Standard Chartered Securities (India) Limited, UBS Securities India Private
Limited; BRLMs- Barclays Securities (India) Private Limited, Deutsche Equities India
Private Limited, Enam Securities Private Limited, HSBC Securities and Capital Markets
(India) Private Limited and Kotak Mahindra Capital Company Limited and CBRLMs - BNP
Paribas, DBS Bank Ltd., HDFC Bank Limited and ICICI Securities Limited. Investors should
note that investment in equity shares involves a high degree of risk and for details
relating to the same, see the section titled 'Risk Factors' of the Prospectus.
Note: 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') and may not be
offered or sold within the United or for the account or benefit of, U.S. persons (as
defined in Regulation Sunder the U.S. SecuritiesAct ('Regulation S'))except
pursuant to an exemption from, or in a transaction not subject to, the registration
requirements of theU.S. Securities Act and applicable state securities laws. The Company
has not registered and does not intend to register under the U.S. Investment Company Act
of 1940, as amended, and related rules and regulations (the 'U.S. Investment Company
Act') in reliance upon Section 3(c)(7) there of. 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. SecuritiesAct ('Rule 144A')
and referred to in the Prospectus as 'U.S. QIBs', which, for the avoidance of
doubt, does not refer to a category of institutional investors defined under applicable
Indian regulations and referred to in the Prospectus as 'QIBs') that are also
'qualified purchasers' ('QPs') (as defined in Section 2(a)(51) ofthe
U.S. Investment Company Act and the rules and regulations there under) acting for their
own account or for the account of another U.S. QIB that is a QP (and meets the other
requirements set forth therein), in reliance on the exemption from registration under the
U.S. SecuritiesAct provided by Rule 144A or other available exemption and in reliance upon
section 3(c)(7) of the U.S. Investment Company Act and (ii) outside the United Statesto
non-U.S. persons in reliance on Regulation S. |
Zerodha (Trading & Demat Account)
RHP
