Den Networks IPO Basis of Allotment

DEN NETWORKS LIMITED

(Incorporated on July 10,2007 under the Companies Act, 1956 as "DEN Digital Entertainment Networks Private Limited" and subsequently renamed as "DEN Digital Entertainment Networks Limited" an April 15,2008. Subsequently renamed as "DEN Networks Limited" on June 27,2008). Registered Office and Corporate Office: 236, Okhla Industrial Estate Phase III, New Delhi 110 020, India. Tel No: +(91 11)4052 2225; Fax No: +(91 11) 4052 2203; Email: ipo@denonline.in; Website: www:digitelly.in

BASIS OF ALLOTMENT

PUBLIC ISSUE OF 18,567,240* EQUITY SHARES OF RS. 10 EACH ("EQUITY SHARE") FOR CASH AT A PRICE OF RS. 195** PEREQUITY SHARE OF DEN NETWORKS LIMITED (THE "COMPANY") (INCLUDING A SHARE PREMIUM OF RS. 185 PER EQUITY SHARE) AGGREGATING RS. 3,644.56 MILLION (HEREINAFTER REFERRED TO AS THE "ISSUE"). THE ISSUE COMPRISES A NETISSUE TO THE PUBLIC OF 18,317,240 EQUITY SHARES ("THE NET ISSUE") AND A RESERVATION OF UP TO 250,000 EQUITY SHARES FOR SUBSCRIPTION BY ELIGIBLE EMPLOYEES (AS DEFINED HEREIN) ("THE EMPLOYEE RESERVATION PORTION").THE ISSUE WOULD CONSTITUTE UP TO 14.23% OF THE POST ISSUE PAID-UP EQUITY CAPITAL OF OUR COMPANY. THE NET ISSUE WOULD CONSTITUTE 14.04% OF THE POST ISSUE PAID-UP EQUITY CAPITAL OF OUR COMPANY.

*As per the Red Herring Prospectus, up to 20,000,000 Equity Shares were made available for allocation. However, based on the subscription received, the number of Equity Shares offered in the Issue is 18,567,240.
** Out of which 2,395,020 Equity Shares have been allocated to Anchor Investors at Rs. 205 per Equity Share

The Equity Share of the Company are proposed to be listed on the National Stock Exchange of India Limited (NSE) and Bombay Stock Exchange Limited (BSE) and trading is expected to commence on or about November 24, 2009.

THE FACE VALUE PER EQUITY SHARE IS RS.10/-. THE ISSUE PRICE PER EQUITY SHARE IS RS. 195/- AND IT IS 19.5 TIMES THE FACE VALUE. THE ANCHOR INVESTOR ISSUE PRICE IS RS. 205/- PER EQUITY SHARE.

The Issue is made through the 100% Book Building Process wherein at least 60% of the Net Issue was to be allocated on a proportionate basis to Qualified Institutional Buyers ("QIBs"), ("QIB Portion"). Further, 5% of the QIB Portion less Anchor Investor Portion shall be available for allocation on a proportionate basis to Mutual Funds only. The remainder shall be available for allocation on a proportionate basis to QIBs and Mutual Funds, subject to valid Bids being received from them at or above the Issue Price. The QIB portion includes the Anchor Investor portion and the Company has allocated 23,95,020 Equity Shares to the Anchor Investors in accordance with the ICDR Regulatlons.The Issue received 4,055 applications for 1,93,35,760 equity shares resulting in 0.9668 times subscription. The details of the applications received in the Issue from Qualified Institutional Buyers, Non-Institutional and Retail Individual investors categories and Employees are as under: (Before technical rejections)

Final Demand

A sample of the final demand at different bid prices is as under:

The Basis of Allocation was finalized in consultation with the Bombay Stock Exchange Limited ("BSE") on 13.11.2009. A.

A.Employees
The Basis of Allocation to the Eligible Employees of the Den Networks Ltd, who have bid at cut-off or at the Issue Price of Rs.195/- per Equity Share or above, was finalized in consultation with BSE. The total number of shares allotted in this category is 2,50,000.
B. Allocation to Retail Individual Investors (After Technical Rejections) (Including ASBA Applications)
The Basis of Allocation to the Retail Individual Investors, who have bid at cut-off or at the Issue Price of Rs.195/- per Equity Share or above, was finalized in consultation with BSE. This category has been subscribed to the extent of 0.0787 times. There were 553 applications for 76,440 Equity Shares made under ASBA process. Of these, 542 applications for 71,980 Equity Shares were found valid and they were considered for allotment. The total number of Equity Shares allotted in Retail Individual Investor category is 4,28,640 Equity Shares. The category-wise details of the Basis of Allocation are as under:

C. Allocation to Non Institutional Investors (After Technical Rejections)

The Basis of Allocation to the Non-Institutional Investors, who have bid at the Issue Price of Rs.195/- per Equity Share or above was finalized in consultation with BSE. This category has been over-subscribed to the extent of 3.0569 times. 48 applications for 60 34 880 Equity share found valid and they were considered for allotment. The total number of Equity Shares allotted in this category is 60,34,880 (including 40,59,880 Equity Shares being 73,86% of the unsubscribed portion of the Retail Category) to 48 successful applicants. The category-wise details of the Basis of Allocation (sample) are as under

D. Allocation to QIBs

3,720 Equity Shares being 0.1% of the unsubscribed portion of the Retail reservation were added to the QIB category Allocation to QIBs has been done on a proportionate basis in consultation with BSE. As per the ICDR Regulations, Mutual Funds were initially allotted 5% of the quantum of shares available i.e. 7,01,460 and other QIBs and unsatisfied demands of Mutual Funds were allotted the remaining available shares i.e. 87,57,240.

E. Anchor Investors

The Company allotted 23,95,020 equity shares to 2 Anchor Investors in consultation with the GCBRLM & CBRLM. This represents 21.22% of the portion ean marked for allotment to Qualified Institutional Investors.
The Board of Directors of the Company at its Meeting held at New Delhi on 14.11.2009 has approved the basis of allocation of shares of the Issue and has allotted the Equity Shares to various successful applicants.
The CAN-cum-Refund Orders and allotment advice and/ or notices have been dispatched to the address of the investors as registered with the depositories. In case the same is not received within ten days, investors may contact at the address given below. The Refund Orders have been over-printed with the Bank Account details as registered, if any, with the depositories. The Equity Shares allocated to successful applicants have been credited to their beneficiary accounts. Listing application have been filed with the NSE and BSE on November 17, 2009 and the Company has received approval to get the Equity Shares admitted for trading on the Bombay Stock Exchange Limited and National Stock Exchange of India Limited on 24.11.2009. The Issue was subscribed to the extent of 1,85,67,240 (92.8362%). The remaining 14,32,760 Equity Shares made available for allocation were not allotted.
Capitalised term used herein and not defined shall have the same meaning as described to them in the prospectus dated November 5, 2009 ("Prospectus").

This details of the allocation made would be hosted on the website of Registrars to the Issue, Karvy Computershare Private Limited at http://karisma.karvy.com
All future correspondence in this regard may kindly be addressed to the Registrars to the Issue quoting full name of the First/ Sole applicant, Serial number of the bid-cum-application form, number of shares bid for, name of the Member of the Syndicate and Place where the bid was submitted and payment details at the address given below:

Karvy Computershare Private Limited
Unit: DEN NETWORKS LIMITED
Plot No. 17 to 24, Vitharao Nagar, Hitech City Road, Madhapur
Hyderabad - 500 081, Fax: 040-23420814 Email: einward.ris@Karvy.eom
TOLL FREE - HELPLINE NUMBER 1-800-3454001

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 DEN NETWORKS LIMITED.