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Tarsons Products IPO Details

IPO Open Nov 15, 2021
IPO Close Nov 17, 2021
IPO Price ₹662
Face Value ₹2
IPO Size ₹1,023.47 Cr
Listing At BSE, NSE
Lot Size 22
Open an Instant Account with Zerodha
TARSONS PRODUCTS LIMITED

Our Company was incorporated as 'Tarsons Products Private Limited' on July 5,1983, at Kolkata, West Bengal, India as a private limited company under the Companies Act 1956. Our Company was subsequently converted into a public limited company pursuant to a special resolution passed by our Shareholders at the extraordinary general meeting held on May 10, 2021, and the name of our Company was changed to 'Tarsons Products Limited'. A fresh certificate of incorporation consequent upon conversion to a public limited company was issued on June 14, 2021. For further details of changes in name and Registered and Corporate Office of our Company, see "History and Certain Corporate Matters" on page 150 of the prospectus dated November 18, 2021 ("Prospectus")

Registered and Corporate Office Martin Burn Business Part, Room No. 902 BP- 3, Salt Lake, Sector- V, Kolkata - 700091, West Bengal. India; Tel: +9133 3522 0300. Website www.tarsons.com; Contact Person: Piyush Khater, Company Secretary and Compliance Officer, E-mail: piyush@tarsons.in Corporate Identity Number: U51109WB1983PIC036510
OUR PROMOTERS: SANJIVE SEHGAL AND ROHAN SEHGAL

Our Company has filed the Prospectus with the ROC, and the Equity Shares are proposed to be listed on BSE Limited ("BSE") and National Stock Exchange of India Limited ("NSE") and the trading is expected to commence on November 26, 2021.

BASIS OF ALLOTMENT

INITIAL PUBLIC OFFER OF 15,465,861 EQUITY SHARES OF FACE VALUE OF RS.2 EACH ("EQUITY SHARES") OF TARSONS PRODUCTS LIMITED (THE "COMPANY" OR THE "ISSUER") FOR CASH AT A PRICE OF RS.662 PER EQUITY SHARE (INCLUDING A SHARE PREMIUM OF RS.660 PER EQUITY SHARE) ("OFFER PRICE") AGGREGATING TO RS. 10,234.74 MILLION (THE "OFFER") COMPRISING A FRESH ISSUE OF 2,265,861 EQUITY SHARES AGGREGATING TO RS. 1,496.34 MILUON BY OUR COMPANY (THE "FRESH ISSUE") AND AN OFFER FOR SALE OF 13,200,000 EQUITY SHARES AGGREGATING TO RS. 8,738.40 MILLION COMPRISING 390,000 EQUITY SHARES BY SANJIVE SEHGAL AGGREGATING TO RS. 258.18 MILLION, 310,000 EQUITY SHARES BY ROHAN SEHGAL AGGREGATING TO RS. 205.22 MILLION (SANJIVE SEHGAL AND ROHAN SEHGAL AGGREGATING TO RS. 463.40 MILLION. TOGETHER "PROMOTER SELLING SHAREHOLDERS") AND 12,500,000 EQUITY SHARES AGGREGATING TO RS. 8,275.00 MILLION BY CLEAR VISION INVESTMENT HOLDINGS PTE. LIMITED (THE "INVESTOR SELLING SHAREHOLDER". TOGETHER WITH THE PROMOTER SELLING SHAREHOLDERS. THE "SELLING SHAREHOLDERS" AND SUCH EQUITY SHARES. THE "OFFERED SHARES") (THE "OFFER FOR SALE").

THE OFFER INCLUDED A RESERVATION OF 60,000 EQUITY SHARES, AGGREGATING TO RS. 36.06 MILLION (CONSTITUTING 0.11%OF THE POST-OFFER PAID-UP EQUITY SHARE CAPITAL), FOR SUBSCRIPTION BY ELIGIBLE EMPLOYEES (THE "EMPLOYEE RESERVATION PORTION"). THE OFFER LESS THE EMPLOYEE RESERVATION PORTION IS HEREINAFTER REFERRED TO AS "NET OFFER". THE OFFER AND NET OFFER SHALL CONSTITUTE 29.07% AND 28.95%, RESPECTIVELY. OF THE POST-OFFER PAID-UP EQUITY SHARE CAPITAL OF THE COMPANY.

THE COMPANY AND THE SELLING SHAREHOLDERS IN CONSULTATION WITH THE BRLMS, HAVE OFFERED A DISCOUNT OF 9.21% OF THE OFFER PRICE (EQUIVALENT OF RS.61 PER EQUITY SHARE) TO ELIGIBLE EMPLOYEES BIDDING IN THE EMPLOYEE RESERVATION PORTION.

OFFER PRICE: RS. 662 PER EQUITY SHARE OF FACE VALUE OF RS. 2 EACH
ANCHOR INVESTOR OFFER PRICE: RS. 662 PER EQUITY SHARE
THE OFFER PRICE IS 331.00 TIMES THE FACE VALUE OF EQUITY SHARES
Risks to Investors
The 3 BRLMs associated with the Offer have handled 49 public issues in the past three years, out of which 19 issues closed below the offer price on the listing date.
The Price/Earnings ratio based on a restated consolidated basis for Fiscal 2021 for the Company at the upper end of the Price Band is as high as 49.29 times.
Average cost of acquisition of Equity Shares held by the Selling Shareholders namely Sanjive Sehgal, Rohan Sehgal and Clear Vision Investment Holdings Pte. Limited is Rs. 1.78, Rs.0.03, Rs.51.83 and Offer Price at upper end of the Price Band is Rs.662 per Equity Share.
Weighted Average Return on Net Worth for Fiscals 2021, 2020, 2019 is 25.73%.
BID/ OFFER PERIOD: OPENED ON: MONDAY, NOVEMBER 15, 2021
CLOSED ON: WEDNESDAY, NOVEMBER 17, 2021
ANCHOR INVESTOR PERIOD WAS: FRIDAY, NOVEMBER 12, 2021

The Offer was made through the Book Building Process, in terms of Rule 19(2)(b) of the Securities Contracts (Regulation) Rules, 1957, as amended ('SCRR') read with Regulation 31 of the SEBIICDR Regulations and in compliance with Regulation 6(1) of the SEBIICDR Regulations, wherein not more than 50% of the Net Offer was available for allocation on a proportionate basis to Qualified Institutional Buyers ("QIBs") (the "QIB Portion") provided that our Company and the Selling Shareholders, in consultation with the BRLMs. had allocated up to 60% of the QIB Portion to Anchor Investors on a discretionary basis in accordance with the SEBI ICDR Regulations ("Anchor Investor Portion"), of which one-third was reserved for domestic Mutual Funds only, subject to valid Bids having been received from domestic Mutual Funds at or above the Anchor Investor Allocation Price. Further 5% of the Net QIB Portion was available for allocation on a proportionate basis to Mutual Funds only and the remainder of the Net QIB Portion was available for allocation on a proportionate basis to all QIB Bidders (other than Anchor Investors) including Mutual Funds, subject to valid Bids having been received at or above the Offer Price Further, not less than 15% of the Net Offer was available for allocation on a proportionate basis to Non-Institutional 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 having been received from them at or above the Offer Price. Further, Equity Shares were allocated on a proportionate basis to Eligible Employees applying under the Employee Reservation Portion, subject to valid Bids received from them at or above the Offer Price. All potential Bidders (except Anchor Investors) were required to mandatorily utilise the Application Supported by Blocked Amount ('ASBA') process providing details of their respective ASBA accounts and UPI ID (in case of RIBs), if applicable, in which the corresponding Bid Amounts were blocked by the Self Certified Syndicate Banks (''SCSBs") or by the Sponsor Bank under the UPI Mechanism, as applicable. Anchor Investors were not permitted to participate in the Offer through the ASBA process. For details, see "Offer Procedure" on page 288 of the Prospectus.

The bidding period for Anchor Investor opened and closed on Friday. November 12, 2021. The Company received 32 applications from 19 Anchor Investors for 4,923,908 Equity Shares. The Anchor Investor Offer Price was finalized at Rs. 662 per Equity Share. A total of 4,621,757 Equity Shares were allocated under the Anchor Investor Portion aggregating to Rs. 3,059,603,134.

The Offer received 1,912,663 applications for 830,403,002 Equity Shares (prior to technical rejections) resulting in 76.58 times subscription. The details of the applications received in the Offer from various categories are as under: (before technical rejections):

Sr. No. Category No. of Applications Applied No. of Equity Shares Equity Shares Reserved as per Prospectus No. of times Subscribed Amount (Rs.)
A. Retail Individual Investors 1,905,760 49,406,324 5,392,052 9.16 32,703,236,266
B. Non-Institutional Investors 5,463 424,254,930 2,310,880 183.59 280,856,994,440
C. Qualified Institutional Bidders (excluding Anchor Investors) 134 356,652,252 3,081,172 115.75 236,103,790,824
D. Eligible Employee 1,306 89,496 60,000 1.49 54,134,080
Total 1,912,663 830,403,002 10,844,104 76.58 549,718,155,610

Final Demand

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

Sr. No. Bid price No. of Equity Shares % to Total Cumulative Total Cumulative % of Total
1 635 449,504 0.05 449,504 0.05
2 636 21,340 0.00 470,844 0.06
3 637 8,162 0.00 479,006 0.06
4 638 6,490 0.00 485,496 0.06
5 639 4,576 0.00 490,072 0.06
6 640 99,110 0.01 589,182 0.07
7 641 3,982 0.00 593,164 0.07
8 642 8,954 0.00 602,118 0.07
9 643 2,090 0.00 604,208 0.07
10 644 3,102 0.00 607,310 0.07
11 645 44,660 0.01 651,970 0.08
12 646 2,134 0.00 654,104 0.08
13 647 3,740 0.00 657,844 0.08
14 648 12,672 0.00 670,516 0.08
15 649 11,132 0.00 681,648 0.08
16 650 175,670 0.02 857,318 0.10
17 651 7,634 0.00 864,952 0.10
18 652 10,956 0.00 875,908 0.10
19 653 3,872 0.00 879,780 0.10
20 654 2,882 0.00 882,662 0.10
21 655 37,422 0.00 920,084 0.11
22 656 5,434 0.00 925,518 0.11
23 657 4,510 0.00 930,028 0.11
24 658 9,636 0.00 939,664 0.11
25 659 6,446 0.00 946,110 0.11
26 660 139,788 0.02 1,085,898 0.13
27 661 105,622 0.01 1,191,520 0.14
28 662 802,842,590 94.54 804,034,110 94.68
29 CUTOFF 45,165,758 5.32 849,199,868 100.00
TOTAL 849,199,868 100.00

The Basis of Allotment was finalized in consultation with the Designated Stock Exchange, being the BSE on November 23, 2021.

A. Allotment to Retail Individual Bidders (after technical rejections) (including ASBA Applications)

The Basis of Allotment to the Retail Individual Bidders, who have bid at the Cut-Off Price or at the Offer Price of Rs. 662 per Equity Share, was finalized in consultation with BSE. This category has been subscribed to the extent of 8.8823 times. The total number of Equity Shares Allotted in Retail Portion is 5,395,873* Equity Shares to 245,266 successful Retail Individual Bidder. The category-wise details of the Basis of Allotment are as under

Category No. of Applications Received %of Total Total No. of Equity Shares Applied %to Total No. of Equity Shares Allotted per Bidder Ratio Total No. of Equity Shares Allotted
22 1,741,232 94.04 38,307,104 79.93 22 282:2129 5,074,036
44 59,484 3.21 2,617,296 5.46 22 20:151 173,338
66 17,607 0.95 1,162,062 2.42 22 20:151 51,304
88 7,384 0.40 649,792 1.36 22 20:151 21,516
110 6,601 0.36 726,110 1.52 22 20:151 19,228
132 2,466 0.13 325,512 0.68 22 20:151 7,194
154 2,820 0.15 434,280 0.91 22 20:151 8,206
176 847 0.05 149,072 0.31 22 20:151 2,464
198 590 0.03 116,820 0.24 22 20:151 1,716
220 2,158 0.12 474,760 0.99 22 20:151 6,292
242 482 0.03 116,644 0.24 22 20:151 1,408
264 565 0.03 149,160 0.31 22 20:151 1,650
286 9,437 0.51 2,698,982 5.63 22 20:151 27,500
1 7:4876 21
TOTAL 1,851,673 100.00 47,927,594 100.00 5,395,873

Please Note: 1 additional Share shall be allotted to 21 Allottees from amongst 14628 Successful Applicants from the categories 44-286 (i.e., excluding successful applicants from Category 22) in the ratio of 7:4876

* Includes spill over of 3,821 Equity Shares from Employee category.

B. Allotment to Non-Institutional Bidders (After Technical Rejections)

The Basis of Allotment to the Non-Institutional Bidders, who have bid at the Offer Price of Rs. 662 per Equity Share or above, was finalized in consultation with BSE. The Non-Institutional Portion has been subscribed to the extent of 183.2266 times. The total number of Equity Shares Allotted in this category is 2,312,517* Equity Shares to 2.542 successful Non- Institutional Bidder. The category-wise details of the Basis of Allotment are as under (Sample)

Category No. of Applications Received %of Total Total No. of Equity Shares Applied % to Total No. of Equity Shares Allotted per Bidder Ratio Total No. of Equity Shares Allotted
308 878 17 270,424 0.06 22 67: 878 1474
330 349 7 115,170 0.03 22 29: 349 638
352 75 1 26,400 0.01 22 7: 75 154
374 74 1 27,676 0.01 22 7:74 154
396 52 1 20,592 0.00 22 5:52 110
418 12 0 5,016 0.00 22 1: 12 22
440 173 3 76,120 0.02 22 19:173 418
462 62 1 28,644 0.01 22 7:62 154
484 33 1 15,972 0.00 22 4:33 88
968 5 0 4,840 0.00 22 1:5 22
990 32 1 31,680 0.01 22 1:4 176
1012 7 0 7,084 0.00 22 2:7 44
2,267,760 1 0 2,267,760 0.54 12,377 1:1 12,377
2,310,880 1 0 2,310,880 0.55 12,612 1:1 12,612
2,312,068 1 0 2,312,068 0.55 12,619 1:1 12,619
2,341,394 1 0 2,341,394 0.55 12,779 1:1 12,779
2,643,498 2 0 5,286,996 1.25 14,427 1:1 28,854
3,021,128 2 0 6,042,256 1.43 16,488 1:1 32,976
4,531,714 2 0 9,063,428 2.14 24,733 1:1 49,466
7,477,338 1 0 7,477,338 1.76 40,809 1:1 40,809
TOTAL 5,285 100 423,714,720 100.00 2,312,517

* Includes spill over of 1,637 Equity Shares from Employee category.

C. Allotment to Eligible Employees (after technical rejections) (including ASBA Applications)

The Basis of Allotment to the Eligible Employees, who have bid at the Offer Price of Rs. 601 (a discount of 9.21 % of the Offer Price which is equivalent to Rs. 61/- per Equity Shares) per Equity Share or above, was finalized in consultation with BSE. This category has been subscribed to the extent of 0.8180 times. The total number of Equity Shares Allotted in this category is 49,082* Equity Shares to 87 successful applicants. The category-wise details of the Basis of Allotment are as under:

Category No. of Applications Received %of Total Total No. of Equity Shares Applied % to Total No. of Equity Shares Allotted per Bidder Ratio Total No. of Equity Shares Allotted
22 2 2.30 44 0.09 22 1:1 44
44 3 3.45 132 0.27 44 1:1 132
66 6 6.90 396 0.81 66 1:1 396
88 6 6.90 528 1.08 88 1:1 528
176 2 2.30 352 0.72 176 1:1 352
198 1 1.15 198 0.40 198 1:1 198
220 1 1.15 220 0.45 220 1:1 220
308 2 2.30 616 1.26 308 1:1 616
330 3 3.45 990 2.02 330 1:1 990
374 1 1.15 374 0.76 374 1:1 374
396 1 1.15 396 0.81 396 1:1 396
418 2 2.30 836 1.70 418 1:1 836
462 1 1.15 462 0.94 462 1:1 462
484 1 1.15 484 0.99 484 1:1 484
506 3 3.45 1,518 3.09 506 1:1 1,518
572 1 1.15 572 1.17 572 1:1 572
660 1 1.15 660 1.34 660 1:1 660
704 1 1.15 704 1.43 704 1:1 704
726 1 1.15 726 1.48 726 1:1 726
748 1 1.15 748 1.52 748 1:1 748
770 2 2.30 1,540 3.14 770 1:1 1,540
792 2 2.30 1,584 3.23 792 1:1 1,584
814 43 49.43 35,002 71.31 814 1:1 35,002
TOTAL 87 100.00 49,082 100.00 49,082

* Unsubscribed portion of 10,918 Equity Shares spilled over to QIBs, NIB and Retail Categories in the ratio of 50:15:35 respectively.

D. Allotment to QIBs (Net QIB Portion)

Allotment to QIBs. who have Bid at the Offer Price of Rs.662 per Equity Share or above, has been done on a proportionate basis in consultation with BSE. This category has been subscribed to the extent of 115.5474 times of QIB Portion. As per the SEBIICDR Regulations. Mutual Funds were Allotted 5% of the Equity Shares of QIB Portion available i.e., 154,332* Equity Shares and other QIBs and unsatisfied demand of Mutual Funds were Allotted the remaining available Equity Shares i.e.. 2,932,300* Equity Shares on a proportionate basis. The total number of Equity Shares Allotted In the QIB Portion is 3,086,632 Equity Shares, which were allotted to 134 successful QIB Bidders. The category-wise details of the Basis of Allotment are as under:

Category FIs/Banks FIIs/FPIs 1C MFs OTHs Total
QIB 1,286,919 779,749 21,777 294,962 703,225 3,086,632

* Includes spill over of 5.187 Equity Shares from Employee category

E. Allotment to Anchor Investors

The Company and the Selling Shareholders, in consultation with the BRLMs, have allocated 4,621,757 Equity Shares to 19 Anchor Investors (through 32 Applications) at the Anchor Investor Offer Price of Rs. 662 per Equity Share in accordance with the SEBI ICDR Regulations. This represents 60% of the QIB Portion.

Category MFs ICs AIFs FPIVFIIs Total
Anchor 2,109,580 151,074 - 2,361,103 4,621,757

The IPO Committee of our Company at its meeting held on November 23, 2021 has taken on record the Basis of Allotment of Equity Shares approved by the Designated Stock Exchange, being BSE and has allotted the Equity Shares to various successful Bidders. The Allotment Advice- cum-Refund Intimations and/ or notices are dispatched to the address of the investors as registered with the depositories. Further, the instructions to the Self Certified Syndicate Banks for unblocking of funds, transfer to Public Offer Account have been issued on November 23, 2021 and payment to non-Syndicate brokers have been issued on November 24, 2021. 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 been uploaded on November 24, 2021 for credit into the respective beneficiary accounts subject to validation of the account details with the depositories concerned. The Company has filed the Listing application with BSE and NSE on November 24, 2021. The Company has received listing and trading approval from BSE and NSE and the trading is expected to commence on November 26, 2021.

Note: 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 will be hosted on the website of the Registrar to the Offer, KFin Technologies Private Limited at www.kfintech.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 cum Application Form was submitted by the Bidder and a copy of the Acknowledgment Slip received from the Designated Intermediary at the address given below:

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KFin Technologies Private Limited
(formerly known as Karvy Fintech Private Limited)
Selenium Tower-B. Plot 31 & 32, Financial District. Nanakramguda, Serillingampally, Hyderabad, Telangana - 500032, India
Tel: (91 40) 6716 2222, 1800 309 4001
E-mail tarsonsproducts.ipo@kfintech.com
Investor Grievance e-mail: Einward.ris@kfintech.com
Website: www.kfintech.com
Contact Person M Murali Krishna
SEBI Registration Number INR000000221
For TARSONS PRODUCTS LIMITED
On behalf of the Board of Directors
Place: Kolkata Sd/-
Date: November 25, 2021 Company Secretary and Compliance officer

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 TARSONS PRODUCTS LIMITED

TARSONS PRODUCTS LIMITED has filed the Prospectus with ROC, West Bengal at Kolkata on November 18, 2021, and thereafter with SEBI and the Stock Exchanges. The Prospectus is available on the website of SEBI at www.sebi .gov.in, websites of the Stock Exchanges i.e.. BSE and NSE at www.bseindia.com and www.nseindia.com , respectively, and as well as on the websites of the BRLMs i.e.. ICICI Securities Limited, Edelweiss Financial Services Limited and SBI Capital Markets Limited at www.icicisecurities.com. www.edelweissfin.com and www.sbicaps.com , respectively. Investors should note that investment in equity shares involves a high degree of risk and for details relating to such risk, please see the section entitled "Risk Factors" on page 24 of the Prospectus.

The Equity Shares have not been and will not be registered under the U.S. Securities Act of 1933 (the "U.S. Securities Act") or any other applicable law of the United States, and unless so registered, 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 and the applicable laws of each jurisdictions where such offers and sales are made. There will be no public offering of the Equity Shares in the United States.



Tarsons Products IPO Basis of Allotment FAQs

Check the basis of allotment document above to know about how the shares are allocated in Tarsons Products IPO. Note that there is a separate rule for allotment in each investor category (i.e. Retail, Non-Institutional, Institutional, Employee).

The Tarsons Products IPO basis of allotment (published above) tells you how shares are allocated to you in Tarsons Products IPO and category wise demand of IPO share.

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Check the basis of allotment document above to know about how the shares are allocated in Tarsons Products IPO. Note that there is a separate rule for allotment in each investor category (i.e. Retail, Non-Institutional, Institutional, Employee).