Vishnu Prakash R Punglia IPO Basis of Allotment

	RATNAVEER PRECISION ENGINEERING LIMITED
	(FORMERLY KNOWN AS RATNAVEER METALS LIMITED)

Our Company was incorporated under the provisions of the Companies Act, 1956 as "Ratnaveer Stainless Products Private Limited'' on February 20,2002, as a private limited company vide Certificate of Incorporation issued by Registrar of Companies, Dadra & Nagar Haveli, Gujarat. Subsequently the name of our Company was changed to "Ratnaveer Metals Private Limited" vide Special Resolution passed by the shareholders of our Company at their Extra-Ordinary General Meeting held on May 28,2018, and a fresh Certificate of Incorporation was granted by the Registrar of Companies on May 30,2018. Pursuant to the conversion of our Company into a public limited company the name was changed to "Ratnaveer Metals Limited" vide Special Resolution passed by the shareholders of our Company at the Annual General Meeting held on September 27,2018 and a fresh Certificate of Incorporation dated October 11,2018 was issued by the Registrar of Companies. Further, the name of our Company was changed to 'Ratnaveer Precision Engineering Limited' vide Special Resolution passed by the shareholders of our Company at their Extra-Ordinary General Meeting held on October12,2022, and afresh Certificate of Incorporation was granted by the Registrar of Companies on November 01,2022. For details in relation to the change in our Registered and Corporate Office of our Company, see "History and Certain Corporate Matters' beginning on page 217

Our Company has filed the Prospectus dated September 06,2023 with the Registrar of Companies. The Equity Shares are proposed to be listed on the National Stock Exchange of India Limited ("NSE") and the BSE Limited ("BSE") and the trading will commence on September 11,2023.

INITIAL PUBLIC OFFER OF UP T 0 16,840,000 EQUITY SHARES OF FACE VALUE OF RS. 10/- EACH ("EQUITY SHARES") OF RATNAVEER PRECISION ENGINEERING LIMITED ("COMPANY") FOR CASH AT A PRICE OF RS. 08 PER EQUITY SHARE (INCLUDING A SHARE PREMIUM OF RS. 88 PER EQUITY SHARE) ("OFFER PRICE") AGGREGATING UP TO RS. 1,650.32 MILLION COMPRISING A FRESH ISSUANCE OF UP T 0 13,800,000 EQUITY SHARES AGGREGATING UP TO RS. 1,352.40 MILLION BY OUR COMPANY ("FRESH OFFER") AND AN OFFER FOR SALE OF UP TO 3,040,000 EQUITY SHARES AGGREGATING UP TO RS. 297.02 MILLION BY VIJAY RAMANLAL SANGHAVI ("PROMOTER SELLING SHAREHOLDER") AND SUCH EQUITY SHARES OFFERED BY THE PROMOTER SELLING SHAREHOLDER, THE "OFFERED SHARES") (SUCH OFFER BY THE PROMOTER SELLING SHAREHOLDER, THE "OFFER FOR SALE" AND TOGETHER WITH THE FRESH OFFER, THE "OFFER"). THE OFFER SHALL CONSTITUTE 34.72% OF THE POST-OFFER PAID-UP EQUITY SHARE CAPITAL OF OUR COMPANY.

THE FACE VALUE OF EQUITY SHARES IS RS. 10 EACH. THE OFFER PRICE IS 9.8 TIMES THE FACE VALUE OF THE EQUITY SHARES.

1. Concentration Risk: U/e are dependent on our suppliers with whom we do not have long-term agreements. In Fiscals 2023,2022 and2021, our purchase of raw materials from our top 10 suppliers was RS. 3,663.98million, RS. 2,890.74 million a n d t 2,644.30million, respectively, representing 85.64%, 68.80% and70.87%, respectively of total purchases ofraw materials.

2. We are dependent on a few customers for a m ajorpart of our revenues. In Fiscals2023,2022and2021, our revenue from operations from our top 10 customers was RS. 2,380.61 million, RS. 1,906.95 m illion and RS. 1,471.99 million, respectively, representing 49.62% , 38.84% and 35.35%, respectively of total purchases ofraw materials.

3. We are dependent on our manufacturing units a ll of which are located in one geographic area within the state of Gujarat, India and are thus, concentrated in one geographic area.

4. We have historically derived a significant portion of our revenue from sales in the western and north zone. In Fiscals 2023,2022 and2021, our aggregate revenue from western and north zone was 80.79%, 80.42% and 84.62% , respectively of total domestic revenue from operations and

5. Dependence on steel industry: The pricing in the steel industry is subject to market demand, volatility and economic conditions. Fluctuations in steel prices may have a m aterial adverse impact on our business, results of operations, prospects and financial conditions.

6. Working Capital Intensive: Our business is working capital intensive, if we experience insufficient cash flows from our operations or are unable to borrow to m eet our working capital requirements, it may m aterially and adversely affect our business and results of operations.

7.Our business is a high volume-low margin business. For the Fiscals2023,2022and2021, our revenue from operations was RS. 4,797.48million, RS. 4,269.38 m illion and RS. 3,596.63 million, respectively; our profit before tax margin was 6.38%, 3.15% and 2.67% , respectively and profit after tax margin was 5.22%, 2.22% and 1.52%, respectively. Due to this nature of our business, sudden changes with respect to price movements in goods being traded or sudden ad hoc anomalies in business or operations could substantially affect our net bottom lines and hence, adversely affect our results of operations and financial conditions.

8.M arket Risk: The Offer Price of our Equity Shares, our market capitalization to revenue from operation, market capitalization to tangible assets and our Enterprise Value to EBITDA ratio may not be indicative of the market price of our Equity Shares on listing or thereafter.

10. We operate in a highly competitive and fragmented industry with low barriers to entry and may be unable to compete successfully against existing or new competitors, the organized and unorganized.

11. The B RIM associated with the Offer has handled 8 public issues in the past three years, out of which 1 issue closed below the issue price on listing date.

12. Average cost of acquisition per Equity Share by our Promoter Selling Shareholder namely, Vijay Ramanlal Sanghavi is 'N if* and Offer Price at upper end of the Price Band is RS. 98/- per Equity Share.

13. Weighted Average Return on Net Worth of our Company for fiscals2023,2022and2021is 18.20%. 14.1 by are as follows:

*As certified by M/s. Pankaj R. Shah & Associates by way of their certificate dated July 14,2023.

Note:

The weighted average cost of acquisition has been calculated after considering the number of all the equity shares transacted in last 3 years and adjusting of issue of bonus shares.

15.Weighted average cost of acquisition, floor price and cap price:

Note: Adjusted for bonus shares allotted in the ratio of seven equity shares for every one equity share pursuant to allotment dated January 12,2023

The Offer has been made in terms of Rule 19(2) (b) of the Securities Contracts (Regulation) Rules, 1957, as amended ("SCRR") read with Regulation 31 of the SEBI ICDR I Regulations. The Offer has been made through the Book Building Process in accordance with Regulation 6(1) of the SEBI ICDR Regulations, wherein not more than 50% of the Offer was made available for allocation on a proportionate basis to Qualified Institutional Buyers ("QIB Portion"). Our Company, in consultation with the Book Running Lead Manager, allocated 60% of the QIB Portion to Anchor Investors, on a discretionary basis. One-third of the Anchor Investor Portion was reserved for domestic Mutual Funds, 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 made available for allocation on a proportionate basis to Mutual Funds only and the remainder of the Net QIB Portion was made available for allocation on a proportionate basis to all QIB Bidders including Mutual Funds, subject to valid Bids having been received at or above the Offer Price. However, if the aggregate demand from Mutual Funds was less than 5% of the Net QIB Portion, the balance Equity Shares available for allocation in the Mutual Fund Portion were added to the remaining Net QIB Portion for proportionate allocation to QIBs. Further, not less than 15% of the Offer was made available for allocation on a proportionate basis 1o Non-lnstitutional Bidders of which one-ttiird of the Non-lnstitutional Category was made available for allocation to Bidders with an application size of more than RS. 0.20 million and up to RS. 1.00 million and two-thirds of the Non-lnstitutional Category was made available for allocation to Bidders with an application size of more than RS. 1 .0 0 million and under-subscription in either of these two sub-categories of Non-lnstitutional Category could be allocated to Bidders in the other subcategory of Non-lnstitutional Category in accordance with the SEBI ICDR Regulations, subject to valid Bids having been received at or above the Offer Price. Further, not less than 35% of the Offer was made available for allocation to Retail Individual Investors in accordance with the SEBI ICDR Regulations, subject to valid Bids being received from diem 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 AS BA accounts and UPI ID (in case of Rlls using UPI mechanism), if applicable, in which the corresponding Bid Amounts were blocked by the SCSBs or underthe 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 381 of the Prospectus.

The bidding for Anchor Investor opened and closed on Friday, September 01,2023. The Company received 6 applicadons from 6 Anchor Investors for 67,34,850 Equity Shares. The Anchor Investor Price was finalized atRS. 98 per Equity Shares. A total of 50,52,000 Equity Shares were allotted underthe Anchor Investor Portion aggregating RS. 49,50,96,000/-

THE OFFER RECEIVED 1823929 APPLICATIONS FOR 1,12,13,93,700 EQUITY SHARES (PRIOR TO TECHNICAL REJECTIONS) RESULTING IN 66.5911 TIMES SUBSCRIPTION. THE DETAILS OF THE APPLICATIONS RECEIVED IN THE OFFER FROM VARIOUS CATEGORIES ARE AS UNDER (BEFORE TECHNICAL REJECTIONS):

Final Dem and

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

The Basis of Allotment (except Anchor Investors) was finalized in consudadon with the Designated Stock Exchange, being NSE, on September 07,2023.

A. Allotment to Retail Individual Bidders (after Rejections) (including ASBAApplications)

The Basis of Allotment to the Retail Individual Bidders, who have bid at the Cut-Off Price or at the Issue Price of Rs. 98 per Equity Share, was finalized in consultation with NSE. This category has been subscribed to the extent of 52.84 times. The total number of Equity Shares Allotted in this category is 58,94,000 Equity Shares to 39,293 successful Retail Individual Bidders. The category-wise details ofthe Basis of Allotment are as under:

I B. Allotment to Non-lnstitutional B idders (more than RS. 2 lakhs upto RS. 10 lakhs (after Rejectins) (including ASBA Applications)

The Basis of Allotment to the Non-lnstitutional Bidders (more than RS. 2 lakhs upto RS. 10 lakhs), who have bid at the Issue Price of Rs. 98 per Equity Share, was 1 finalized in consultation with NSE. The Category has been subscribed to the extent of 143.56 times. The total number of Equity Shares Allotted in this category 1 is 8,42,000 Equity Shares to 400 successful Non- Institutional Bidders. The category-wise details of the Basis of Allotment are as under: (Sample) 1

C. Allotment to Non-institutional Bidders more than RS. 10 lakhs (after Rejections) (including ASBA Applications)

The Basis of Allotment to the Non-institutional Bidders (more than RS. 10 lakhs), who have bid at the Issue Price of Rs. 98 per Equity Share, was finalized in 1 consultation with NSE. The Non-institutional Portion has been subscribed to the extent of 129.49 times. The total number of Equity Shares Allotted in this 1 category is 16,84,000 Equity Shares to 801 successful Non- Institutional Bidders. The category-wise details 1 of the Basis of Allotment are as under: (Sample) Continue From Next Page

D. Allotment to QIBs (excluding Anchor investors) (after Rejections)

Allotment to QIBs who have Bid at the Issue Price of Rs 98 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 132.02 times of QIB Portion. Under the QIB portion, 5% was reserved for Mutual Funds, however, no mutual funds applied in the Issue. The total number of Equity Shares Allotted in this category is 33,68,000 Equity Shares on a proportionate basis, which were allotted to 74 successful QIB Bidders. The category-wise details of the Basis of Allotment are as under:

E. Allotment to Anchor Investors

The bidding fo r anchor investors opened and closed on Septem ber 0 1 ,2 0 2 3 . The C om pany received applications fro m 6 A nchor Investors fo r 6 7 ,3 4 ,8 5 0 Equity Shares. The A nchor Investor Issue Price w as finalized at Rs. 9 8 per Equity Share. A total o f 50 ,5 2 ,0 0 0 Equity Shares w ere allocated under the A nchor Investor Portion aggregating to Rs.

4 9 ,5 0,9 6,000 .

The Board Meeting o four Company on September 08 ,2023 has taken on record the Basis o f Allotment of Equity Shares approved by the Designated S tock Exchange, being NSE and has allotted the Equity Shares to various successful Bidders. The Allotment Advice-cum - refund intimation are being 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 Issue Account have been issued on September 07,

2 0 23 and payment to N on-Syndicate brokers have been issued on September 08 ,2023 . In case the same is not received with in ten days, investors may contact the Registrar to the Issue at the address given below. The Equity Shares Allotted to the successful Allottees have been uploaded on September 08, 2023 for credit into the respective beneficiary accounts subject to validation o f the account details with the depositories concerned. The Company is in the process o f obtaining the listing and trading approval from BSE and NSE, and the trading is expected to commence on or about September 11, 2023 .

Potential investors may note the following:

Pursuant to SEBI circular no. SEBI/HO/CFD/TPD1/CIR/P/2023/140 dated August 9, 2023, the Reduction of timeline for listing of shares in Public Issue from existing T + 6 days to T+ 3 day has been made applicable in two phases i.e.,

(i) voluntary for all public issues opening on or after September 1, 2023; and

(ii) mandatory on or after December 1, 2023. As per the Red Herring Prospectus dated August 22, 2023 ("RHP") and Prospectus dated September 6, 2023, the commencement of trading of Equity Shares on the stock exchanges was scheduled on or before September 14,2023. However, Company has decided voluntary adoption of the aforementioned SEBI Circular and as a result the commencement of trading of Equity Shares on the stock exchanges shall be on SEPTEMBER 11,2023. The Indicative timelines mentioned in the section titled "Terms of the Offer - Bid/Offer Programme" on page 372 of the RHP and Prospectus stands updated as below:

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 o f the Allotment made have been hosted on the website of Registrar to the Issue. Link Intime India Private Limited at www.linkintime.co.in. All future correspondence in this regard may kindly be addressed to the Registrar to the Issue quoting full name o f the First/ Sole applicant. Serial number o f the ASBA form , number of Equity Shares bid for, name of the Member o f the Syndicate, place w here the bid w a s submitted and payment details at the address given below:

	LINK INTIME INDIA PRIVATE LIMITED
	C -101 ,247 Park, 1 st Floor L.B.S. Marg, Vikhroli West
	Mumbai 400 083, Maharashtra, India
	Telephone: +91 8108114949
	Facsimile:+91 2249186195
	Email: ratnaveerprecision.ipo@linkintime.co.in
	Investor grievance email: ratnaveerprecision.ipo@linkintime.co.in
	Contact Person: Shanti Gopalkrishnan
	Website: www.linkintime.co.in
	SEBI Registration Number: INR000004058
	CIN: U67190MH1999PTC118368

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 For RATNAVEER PRECISION ENGINEERING LIMITED.

Rafnaveer Precision Engineering Limited has filed the Prospectus with Registrar of Companies Ahmedabad at Gujarat on September 06,2023. The Prospectus shall be available on the website of the SEBI at www.sebi.gov.in, the website of the BRLM to the Issue at www.unistonecapital.com and websites of BSE and NSE i.e. www.bseindia.com and www.nseindia.com, respectively. Investors should note that investment in equity shares involves a high degree of risk and for details relating to the same, see section titled "Risk Factors" beginning on page 32 of the Prospectus.

The Equity Shares offered in the Issue have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the "Securities Act") or any state securities laws in the United States, and unless so registered, 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 Securities Act and any applicable U.S. state securities laws. There will be no public offering in the United States and the securities being offered in this announcement are not being offered or sold in the United States.

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