Varun Beverages IPO Details

Issue Open Oct 26, 2016
Issue Close Oct 28, 2016
IPO Price ₹445
Face Value ₹10
IPO Size ₹1,112.50 Cr
Listing At BSE, NSE
IPO Lot Size 33

Our Company was incorporated as Vamri Beverages Limited on June 16,1995 as a public limited company under the Companies Act, 1956, with, the Registrar cf Companies, NCT o f Delhi and Haryana ("ROC"). Our Company obtained a certificate for commencement of business on July 4,1995- For further details of change in registered office of our Company, see "History and Certain Corporate Matters'on page 166 of the "Prospectus" dated Novembers. 2016.

Registered Office: F-2/7. Okhla Industrial Area, Phase I, New Delhi 110020: Tel:+91 1141706720: C orporate Office: Plot No. 31, Institutional Area, Sector - 44, Gurgaon 122 002: Te-J: +91124 4643100. Fax: +91 124 4643303, Contact Person: Mahavir Prasad Garg, Company Secretary and Compliance Officer; Tel: +9l 124 4643100: Fax +911244643303.; E-mail: complianceofficer@rjcorp.in; Websits:  www.varunpepsi.com; Corporate Identity Nurnber; U74899DL1995PLC069839.

OUR PROMOTERS: RJ CORP LIMITED, RAVI KANT JAIPURIA, VARUN JAIPURIA AND RAVI KANT JAIPURIA & SONS (HUF)

The Equity Shares are proposed to be listed on the BSE Limited ('BSE') and the National Stock Exchange of India Limited ('NSE") and the tradingin Equity Shares will commence on November 08,2016.

PUBLIC OFFER OF 25,000,000 EQUITY SHARES OF FACE VALUE OF RS 10 EACH ("EQUITY SHARES") OF VARUN BEVERAGES LIMITED ("OUR COMPANY" OR THE "ISSUER") FOR CASH AT A PRICE OF RS 445 PER EQUITY SHARE (INCLUDING A SHARE PREMIUM OF RS 435 PER EQUITY SHARE) AGGREGATING RS 11,125 MILLION (THE "OFFER") CONSISTING OF A FRESH ISSUE OF 15,000,000 EQUITY SHARES AGGREGATING RS 6,675 MILLION (THE "FRESH ISSUE") AND AN OFFER FOR SALE OF 5,000,000 EQUITY SHARES BY VARUN JAIPURIA (PROMOTER) AGGREGATING RS 2,225 MILLION AND 5,000,000 EQUITY SHARES BY RAVI KANT JAIPURIA & SONS (HUF) (PROMOTER) AGGREGATING RS 2,225 MILLION ("OFFER FOR SALE", AND VARUN JAIPURIA AND RAVI KANT JAIPURIA & SONS (HUF) COLLECTIVELY, 'THE SELLING SHAREHOLDERS"). THE OFFER COMPRISED A NET OFFER TO THE PUBLIC OF 24,500,000 EQUITY SHARES (THE "NET OFFER") AND A RESERVATION OF 500,000 EQUITY SHARES AGGREGATING RS 222.50 MILLION FOR SUBSCRIPTION BY ELIGIBLE EMPLOYEES, NOT EXCEEDING 5% OF OUR POST OFFER PAID UP EQUITY SHARE CAPITAL (THE "RESERVATION PORTION"). THE OFFER CONSTITUTES 13.74% OF OUR POST OFFER PAID-UP EQUITY SHARE CAPITAL AND THE NET OFFER CONSTITUTES 13.47 % OF OUR POST OFFER PAl D-UP EQUITY SHARE CAPITAL.

Offer Price: Rs 445 per Equity Share of face value of Rs 10 each | Anchor Investor Offer Price: Rs 445 per Equity Share | The Offer Price is 44.5 times of the face value

Risks to Investors

I. The four Merchant Bankers associated with the Offer have handled thirty public issues in the past three years, out of which nine issues closed below the issue price on listing date.

II.
There are no listed peers engaged in the Issuer's line of business.

III. The operations of the Company are seasonal in nature. The diluted EPS (Post Conversion) of the Company for FY15 and half year ended FY16 is Rs 5.27 and Rs 12.61 (not annualised), respectively,as per the restated consolidated financials. The Price/Earnings ratio based on diluted EPS

on restated consolidated basis for FY15 and for half year ended FY16 for the Issuer at the upper end of the Price band is as high as 84.44 and 35,29 respectively, as compared to the NIFTY 50 index Price/Earnings ratio of 23 (as on October 17,2016).

  IV. Average cost of acquisition of Equity Shares for Promoters/Selling Shareholders is in the range of Rs 5.66 to Rs 43.32 per Equity Share whereas the Offer Price for the public is much higher at Rs 445 (Upper end of the Price Band).

 

BID/OFFER PERIOD   BID/OFFER OPENED ON OCTOBER 26, 2016* I BID/OFFER CLOSED ON OCTOBER 28, 2016

*The Anchor Investor Offer Period was one Working Day prior to the Bid/Offer Opening Date i.e October 25.2016 Tuesday,

BASIS OF ALLOTMENT

In terms of Rule 19(2)(b)(iii) of the Securities Contacts (Regulation) Rules, 1957, as amended ("SCRR"), this is an Offer for at least 10% of the post-Offer paid-up Equity Share capital of our Company, in accordance with Regulation 26(1) of the Securities and Exchange Board of India (issue of Capital and Disclosure Requirements) Regulations, 2009. as amended (the "SEBI ICDR. Regulation"), the Offer is made through the Book Building Process wherein not more than 50% of the Net Offer was be available for allocation on a proportionate basis to Qualified Institutional Buyers ("QlBs") (the "QIB Portion"), of which our Cumpany, in Consultation with the Selling Shareholders, ths GCBRLMs and the BRLM, has allocated up to 60% of the QIB Portion to Anchor  Inrvestors on a discretionary basis. One-third of the Anchor Investor Portion was reserved for domestie Mulual Funds, subject to valid Bids being received frorn domestic Mutual Funds at or above the Anchor Investor Allocation Price, 5% cf the QIB Portion (excluding the Anchor Investor Portion) was available for allocation on a proportionate basis to Mulual Funds only, and the remainder of the QIB Portion shall be available for allocation on a proportionate basis to all QIB Bidders (other than Anchor Investors), including Mutual Funds, subject to valid Bids being received at or above the Offer Price. Further, not less than 15% of the Net Offer was available for allocation on a proportionate basis 10 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 being received at or above the Offer Price. All potential Bidders, other than Anchor Investors, were required to mandatorily participate in the Offer through an Application Supported by Blocked Amount ("ASBA") process by providing details of their respective bank account which were blocked by the Self Certified Syndicate Banks ("SCSBs").Anchor Investors are not permitted to participate in the Anchor Investor Portion through ASBA process For details, please fee "Offer procedure" on page 501 of the Prospectus.

The offer received 1.47.486 Applications for 3.96.14.619 Equity Shares (before technical rejections) resulting in subscription of 1.58 times (including Anchor Portion) and 1.81 times (excluding Anchor Portion). The details of the Applications received in the Offer from Retail Individual Bidders, Non-lnstitutional Bidders, Qualified Institutional Bidders ("QIBs") (excluding Anchor Investors), Anchor Investors and Eligible Employees are as undeer (before technical rejections):

SI. No. Category No, of
Applications
No. of
Equity Shares
No. of times
Subscribed
Amount (Rs) Shares
Reserved
1 Retail Individual Bidders 1.47,207 64,49,718 0.75 2,86,79,01.692.00 8575000
2 Non Institutional Bidders 117 12,48,654 0.34 55,56,41,295.00 3675000
3 Qualified Institutional Bidders (Excluding Anchors) 35 2,41,84,941 4,.93570 10,76,22.98.745.00 4900000
4 Employee 109 25,080 0.05 1,11,58.620.00 500000
5 Anchor Investors 18 77,06,226 1.05 3,42,92.70,570.00 7350000
Total 1,47,486 3,96.14,619 1.58 I7,62,62,70,922.00 25000000

Final Demand
A summary of the final demand as per the BSE and the NSE at different bid prices is as under:

SI. No Bid Price (Rs) Bids Quantity (%) To Tolal Cumulative Total % Cumulative Total
1 440 34,650 0.10 34,650 0.11
2 441 2,112 0.01 36,762 0.11
3 442 8,316 0.03 45.078 0.14
4 443 7,326 0.02 52,404 0.16
5 444 4,422 0.01 56.826 0.17
6 445 2,66,25,390 81.11 2,66,82,216 81.28
7 CUT OFF 61,43,577 18.72 3,28,25,793 100.00
TOTAL 3,28,25,793 100.00

The Basis of Allotment was finalized in consultation with the Designated Stock Exchange, being National Stock Exchange of India Limited; (NSE) on November 3.2016.
A. Allocation to Retail Individual Bidders (After Technical Rejections)
The Basis of Allotment to the Retail Individual Biddars, who have bid at cut-off or at the Offer Price of Rs 445 par Equity Share, was finalized in consultation with NSE. This category has been subscribed to the extent of 0.7229 times after technical rejection. The total number of Equity Shares Allotted in Retail Individual Bidders category is 6.139,038 Equity Shares to 144,723 successful Applicant. 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
applicant
Ratio Total No, of
Equity Shares
allotted
33 1,31,775 91 43,48,575 68.82 33 1:1 43.48.575
66 5,462 4 3,60,492 5.70 66 1:1 3,60,492
99 2,492 2 2.46.708 3.90 99 1:1 2,46.708
132 978 1 1,29.096 2.04 132 1:1 1.29,096
165 658 0 1,08,570 1.72 165 1:1 1.08.570
198 636 0 1,25,928 1.99 198 1:1 1,25,928
231 482 0 1,11,342 1.76 231 1:1 1,11,342
264 162 0 42,768 0.68 264 1:1 42.768
297 75 0 22,275 0.35 297 1:1 22.275
330 296 0 97,680 1.55 330 1:1 97.680
363 53 0 19,239 0.30 363 1:1 19,239
396 97 0 38,412 0.61 396 1:1 38,412
429 1,557 1 6,67,953 10.57 429 1:1 6.67,953
TOTAL 1,44,723 100 63,19,038 100.00 63.19.038

The under subscribed portion of 2,255,962 Equity Shares in Retail Individual Bidders category has been spilled over to QIB.

B. Allocation to Non Institutional Bidders (After Technical Rejections)
The Basis of Allotment to the Non -lnstitutional Bidders.who have bid at the offer Price of  Rs 445 per Equity Share or above, was finalized in consultation with NSE. This category has been subscribed to the extent of 0.3320 times after technical rejection. The total number of Equity Shares allotted in this category is 1.243.935 Equity Shares to 111 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 applicant
Ratio Total No. of
Equity Shares
allotted
462 15 13.51 6.930 0.56 462 1:1 6,930
495 4 3.60 1,980 0.16 495 1:1 1,980
528 1 0.90 528 0.04 528 1:1 528
561 1 0.90 561 0.05 561 1:1 561
594 2 1.80 1,188 0.10 594 1:1 1,188
660 10 9.01 6.600 0.53 660 1:1 6.600
693 2 1.80 1.386 0.11 693 1:1 1,386
759 1 0.90 759 0.06 759 1:1 759
792 1 0.90 792 0.06 792 1:1 792
990 7 6.31 6,930 0.56 990 1:1 6,930
1.023 2 1.80 2.046 0.16 1.023 1:1 2.046
1.122 7 6.31 7.854 0.63 1,122 1:1 7,854
1,155 1 0.90 1,155 0.09 1,155 1:1 1,155
1.551 2 1 80 3.102 0.25 1,551 1:1 3.102
1,650 3 2.70 4,950 0.40 1,650 1:1 4,950
1.782 1 0.90 1.782 0.14 1.782 1:1 1.782
1.980 1 0.90 1.980 0.16 1,980 1:1 1,980
2.079 1 0.90 2,079 0.17 2,079 1:1 2,079
2.211 3 2.70 6.633 0.53 2,211 1:1 6,633
2,244 7 6.31 15,708 1.26 2,244 1:1 15,708
2.442 1 0.90 2.442 0.20 2.442 1:1 2.442
2,475 1 0 90 2,475 0.20 2,475 1:1 2,475
3.300 1 0.90 3.300 0.27 3,300 1:1 3.300
3.366 1 0.90 3,366 0.27 3,366 1:1 3,366
3.399 1 0.90 3,399 0.27 3,399 1:1 3,399
3.597 1 0.90 3,597 0.29 3,597 1:1 3.597
3.630 1 0.90 3,630 0.29 3,630 1:1 3,630
4.488 7 6.31 31,416 0.53 4,488 1:1 31,416
5.610 4 3.60 22,440 1.80 5,610 1:1 22,440
Category No. of
Applications
Received
% of
Total
Total No. of
Equity Shares
applied
% of
Total
No. of
Equity Shares
allotted per applicant
Ratio Total No. of
Equity Shares
allotted
6,600 2 1.80 13,200 1.06 6:600 1:1 13.200
5,732 2 1.80 13.464 1.08 6.732 1:1 13,464
7.491 1 0.90 7,491 0.60 7.491 1:1 7.491
8,514 1 0.90 8.514 0.68 8.514 1:1 8,514
8.976 2 1.80 17.952 1.44 8.976 1:1 17.952
11,220 3 2.70 33,660 2.71 11.220 1:1 33,660
11,253 1 0.90 11,253 0.90 11.253 1:1 11.253
19,998 1 0.90 19,998 1.61 19,998 1:1 19,998
22.440 2 1.80 44.880 3.61 22.440 1:1 44.880
22,506 1 0.90 22,506 1.81 22,506 1:1 22,506
23.001 1 0.90 23.001 1.85 23.001 1:1 23.001
28,050 1 0.90 28,050 2.25 28,050 1:1 28,050
39.996 1 0.90 39.996 3.22 39.996 1:1 39.996
2,24,697 1 0.90 2.24.697 18.06 2.24.697 1:1 2,24.697
5.84.265 1 0.90 5.84.265 46.97 5.84.265 1:1 5,84.265
TOTAL 111 100.00 12,43,935 100.00 12,43,935

The under subscribed portion of 2,431,065 Equity Shares in Non-Institutional Bidders category has been spilled over to QIB.

C. Allotment to Employee (After Technical Rejections)

The Basis of Allotment to the Employee Bidders, who have bid at.the other Price of   Rs 445 per Equity Share or above, was  finalized in consultation with the NSE. This category has been subscribed to the extent of 0.0483 times. The tatal number of Equity Shares Allotted in this category is 24.156 Equity Shares to 96 successful applicants. The category-wise details of the Basis of Allotment are as ander:

Category No. of
Applicalions
Received
% to
Tota
Total No. of
Equity Shares
applied
% to
Total
No. of
Equity Shares
allotted per applicant
Ratio Total No. of
Equity Shares
allotted
33 19 19.79 627 2.60 33 1:1 627
66 4 4.17 264 1.09 66 1:1 264
99 13 13.54 1.287 5.33 99 1:1 1,287
132 4 4.17 528 2.19 132 1:1 528
165 1 1.04 165 0.68 165 1:1 165
198 3 3.13 594 2.46 198 1:1 594
231 6 6.25 1,386 5.74 231 1:1 1,386
264 1 1.04 264 1.09 264 1:1 264
330 2 2.08 660 2.73 330 1:1 660
363 1 1.04 363 1.50 363 1:1 363
429 42 43.75 18,018 74.59 429 1:1 18,018
TOTAL 96 100.00 24,156 100.00 24,156

The under subscribed portion of 475,844 Equity Shares in Employee category has been spilled over to QIB.

D. Allocation to QIBs (excluding Anchor Investors)
Allotment to QIBs. who have bid at the Offer Price of  Rs 445 per Equity Share or above. has been done on a proportionate basis in consultation with the NSE. This category has been subscribed to the extent of 4.6843 times. As per the SEBI ICDR Regulations, Mutual Funds were allotted 5% of the Equity Shares of Net QlB portion available i e. 503,144 Equity Shares: (including under subscribed portion of 258,144 Equity Shares spilled over from Employee category. Non institutional Category and Retail Category) and other QIBs (including Mutual Funds) were allotted the remaining available Equity Shares i.e. 9.559.727 Equity Shares (including under subscribed portion of 4.904.727 Equity Shares from Employee category. Non Institutional Category and Retail Category) on a proportionate basis. The total number of Equity Shares allotted in the QIB category is 10,062,871 Equity Shares., which ware allotted to 35 successful Applicants.

Category FIs/Banke MFs Flls Total Equity Shares
QIB 2.35.839 14.38.392 83,88.640 1,00.62.871

E. Allocation to Anchor Investors
The Company has allotted 7.350.000 Equity Shares to 14 Anchor Investors, in consultation with the selling shareholders, GCBRLMs and the BRLM. In accordance with the SEBI ICDR Regulations, this represent 60% of the QIB Portion.

Category Total Equity Shares
Anchor 73 50,000

The Share Allotment Committee of the Board of our Company at its meeting held on November 4.2016 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 applicants.
The Allotment Advice cum Refund intimation shall be dispatched to the address of the investors as registered with the depositories on or before November 7,2016. Further, instructions to the SCSBs have been dispatched/mailed on November 3. 2016 for unblocking and transfer of funds The Refund Advices have been over-printed with the bank account detail as registered, if any, with the depositories. In case the same is not received within ten days, investors may contact the Registrar to the Offer, Karvy Computershare Private Limited, at the address given below. The Equity Shares allotted to the successful allottees have been uploaded on November  4, 2016, for credit into the respective beneficiary accounts subject to validation of the account details with the depositories concemed. Our Company is taking steps for completion of the necessary formalities to get the Equity Shares admitted for listing and trading on BSE and NSE within six Working Days from the Bid/Offer Closing Date. The Company has filed the listing applications with NSE and BSE on November 4,20l6.

INVESTORS PLEASE NOTE
The details of the Basis of Allotment made shall be hosted on the website of the Registrar to the Offer. Karvy Computershare Private Limited at
www.karisma.karvy.com
All future correspondence in this regard may kindly be addressed to the Registrars the Offer 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
Karvy Selenium Tower B. Plot 31 and 32, Gachibowli. Financial District Nanakramguda. Hyderabad 500 032.
Tel: +91 40 67162222, Fax: +91 40 2343 1551, Email:einward.ris@karvy.com
Investor Grievance e-mail: varun-beverages.ipo@karvy.com Website: www.karisma.karvy.com
Contact Person: M Murali Krishna, SEBI Registration No. INR000000221

Place: New Delhi

Date: November 05,2016

For VARUN BEVERAGES LIMITED
On behalf of the Board of Doctors
Sd/-
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 ON VARUN BEVERAGES LIMITED.

Varun Beverages IPO Basis of Allotment FAQs

  1. 1. How shares are allotted in Varun Beverages IPO?

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

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

    Visit the Varun Beverages IPO allotment status page to check the number of shares allocated to your application.

  3. 3. What is Varun Beverages IPO allotment process?

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

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