CreditAccess Grameen Limited: IPO to open on August 8, and to close on August 10, 2018

Bangalore, August 4, 2018: CreditAccess Grameen Limited (the “Company”), proposes to open on August 8, 2018, an initial public offering of equity shares of Face Value of Rs. 10 each (“Equity Shares”) for cash at a Price per Equity Share (including a Share Premium) (“Offer”) comprising a fresh issue of up to [●] Equity Shares aggregating up to Rs. 6,300 million (“Fresh Issue”) and an offer for sale of up to 11,876,485 Equity Shares by the Promoter, CreditAccess Asia N.V. (“Promoter Selling Shareholder” and such offered shares, the “Offered Shares”) (“Offer For Sale”).

The Bid/Offer Period closes on August 10, 2018. The Company and the Promoter Selling Shareholder in consultation with the BRLMs may consider participation by Anchor Investors in accordance with the ICDR Regulations. The Anchor Investor Bidding Date shall be one Working Day prior to the Offer Opening Date.

The Price Band for the Offer is from Rs. 418 to Rs. 422 per Equity Share. Bids can be made for a minimum lot of 35 Equity Shares and in multiples of 35 Equity Shares thereafter. **

The Equity Shares are proposed to be listed on BSE and NSE.

The Book Running Lead Managers (“BRLMs”) to the Offer are ICICI Securities Limited, Credit Suisse Securities (India) Private Limited, IIFL Holdings Limited and Kotak Mahindra Capital Company Limited.

The Offer is being made through the Book Building Process, in compliance with Regulation 26(1) of the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2009, as amended (“SEBI ICDR Regulations”), wherein not more than 50% of the Offer shall be allocated on a proportionate basis to QIBs (“QIB Portion”), provided that the Company and the Promoter Selling Shareholder, in consultation with the BRLMs, may allocate up to 60% of the QIB Portion to Anchor Investors on a discretionary basis (“Anchor Investor Portion’’), at the Anchor Investor Allocation Price. At least one-third of the Anchor Investor Portion shall be reserved for domestic Mutual Funds, subject to valid Bids being received from domestic Mutual Funds at or above Anchor Investor Allocation Price. In the event of under-subscription, or non-allocation in the Anchor Investor Portion, the balance Equity Shares shall be added to the QIB Portion. 5% of the Net QIB Portion shall be available for allocation on a proportionate basis to Mutual Funds only, and the remainder of the Net 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. However, if the aggregate demand from Mutual Funds is less than 5% of the Net QIB Portion, the balance Equity Shares available for allocation in the Mutual Fund Portion will be added to the remaining Net QIB Portion for proportionate allocation to QIBs. Further, not less than 15% of the Offer shall be available for allocation on a proportionate basis to Non-Institutional Bidders and not less than 35% of the Offer shall be 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 Bidders, other than Anchor Investors, shall mandatorily participate in this Offer through the Application Supported by Blocked Amount (“ASBA”) process by providing details of their respective bank account which will be blocked by the Self Certified Syndicate Banks (“SCSBs”). Anchor Investors are not permitted to participate in the Offer through ASBA Process.

Contents of the Memorandum of Association of the Company as regards its objects: For information on the main objects and other objects of the Company, please see the section titled “History and Certain Corporate Matters” on page 152 of the RHP and Clause III of the Memorandum of Association of the Company. The Memorandum of Association of the Company is a material document for inspection in relation to the Offer. For further details, please see the section titled “Material Contracts and Documents for Inspection” on page 409 of the RHP.

Liability of the members of the Company: Limited by shares

Amount of share capital of the Company and Capital structure: The authorised, issued, subscribed and paid up share capital of the Company as on the date of the RHP is as follows: The authorised share capital of the Company is Rs. 1,600,000,000 divided into 160,000,000 Equity Shares of Rs. 10 each. The issued, subscribed and paid-up share capital of the Company is Rs. 1,284,273,370 divided into 128,427,337 Equity Shares of Rs. 10 each. For details, please see the section titled “Capital Structure” beginning on page 69 of the RHP.

Names of signatories to the Memorandum of Association of the Company and the number of Equity Shares subscribed by them: Given below are the names of the signatories of the Memorandum of Association of our Company and the number of Equity Shares subscribed by them at the time of signing of the Memorandum of Association of our Company – 10 Equity Shares (having face value of 10 each) were allotted to Ram Gopal Soni and 10 Equity Shares (having face value of 10 each)were allotted to Babulal Soni pursuant to subscription to the MoA.

Listing: The Equity Shares offered through the Red Herring Prospectus are proposed to be listed on BSE and NSE. Our Company has received an ‘in-principle’ approval from BSE and NSE for the listing of the Equity Shares pursuant to letters dated February 20, 2018 and March 9, 2018, respectively. For the purposes of the Offer, the Designated Stock Exchange shall be BSE. A signed copy of the Red Herring Prospectus and the Prospectus shall be delivered for registration to the RoC in accordance with Section 26(4) of the Companies Act 2013. For details of the material contracts and documents available for inspection from the date of the Red Herring Prospectus up to the Bid/ Offer Closing Date, see “Material Contracts and Documents for Inspection” on page 409 of RHP.

General Risks: Investments in equity and equity-related securities involve a degree of risk and investors should not invest any funds in the Offer unless they can afford to take the risk of losing their entire investment. Investors are advised to read the risk factors carefully before taking an investment decision in the Offer. For taking an investment decision, investors must rely on their own examination of our Company and the Offer, including the risks involved. The Equity Shares in the Offer have not been recommended or approved by the Securities and Exchange Board of India (“SEBI”), nor does SEBI guarantee the accuracy or adequacy of the contents of the Red Herring Prospectus. Specific attention of the investors is invited to “Risk Factors” on page 15 of the RHP.

**In case of any revision in the Price Band, the Bid/ Offer Period will be extended by at least three additional Working Days after such revision in the Price Band, subject to the Bid/ Offer Period not exceeding 10 Working Days. Any revision in the Price Band and the revised Bid/ Offer Period, if applicable, will be widely disseminated by notification to the Stock Exchanges, by issuing a press release, and also by indicating the change on the website of the BRLMs and at the terminals of the other members of the Syndicate. *Application supported by blocked amount (ASBA) is a better way of applying to issues by simply blocking the fund in the bank account. For further details check section on ASBA below.” ASBA * (Simple, Safe, Smart way of Application!!! Mandatory in public issue from January 01, 2016; No cheque will be accepted.)

All Bidders, other than Anchor Investors, shall mandatorily participate in this Offer through the Application Supported by Blocked Amount (“ASBA”) process by providing details of their respective bank account which will be blocked by the Self Certified Syndicate Banks (“SCSBs”). Anchor Investors are not permitted to participate in the Offer through ASBA Process. For details, see “Offer Procedure” on page 305 of the RHP.

AVAILABILITY OF BID CUM APPLICATION FORMS: Bid cum Application Forms can be obtained from the Registered Office of CreditAccess Grameen Limited, Tel: +91 80 2263 7300; Fax: +91 80 2664 3433; BRLMs: ICICI Securities Limited, Tel : +91 22 2288 2460; Fax : +91 22 2282 6580; Credit Suisse Securities (India) Private Limited, Tel: +91 22 6777 3885; Fax: +91 22 6777 3820; IIFL Holdings Limited, Tel: +91 22 4646 4600; Fax: +91 22 2493 1073 and Kotak Mahindra Capital Company Limited, Tel: +91 22 4336 0000; Fax: +91 22 6713 2447; Syndicate Members: Kotak Securities Limited, Tel: +91 22 6218 5470, Fax: +91 22 6661 7041 and IIFL Securities Limited, Tel: +91 22 3929 4000/ 4103 5000, Fax: +91 22 2580 6654 and at the select locations of the Sub-syndicate Members, SCSBs, Registered Brokers, RTAs and CDPs participating in the Offer. ASBA Forms will also be available on the websites of BSE and NSE and the Designated Branches of SCSBs, the list of which is available at websites of the Stock Exchanges and SEBI.

Risks to Investors:

• The four Book Running Lead Managers associated with the Offer have handled 50 public issues in the past three financial years out of which 16 public issues closed below the issue price on listing date.

• The Price/Book ratio based on Net Asset Value as per our Restated Financial Statements for the Financial Year 2018, at the upper end of the Price Band, is as high as 3.80, as compared to the Industry Peer Group Price/Book ratio of 3.56 (July 12, 2018).

• The average cost of acquisition per Equity Share for our Promoter Selling Shareholder, CreditAccess Asia N.V. is Rs. 102.19 and the Offer Price at the upper end of the Price Band is Rs. 422 per Equity Share.

• The weighted average return on net worth for the last three full financial years is 11.26%.

Disclaimer:

All capitalized terms used herein and not specifically defined shall have the same meaning as ascribed to them in the RHP. 

CreditAccess Grameen Limited is proposing, subject to receipt of requisite approvals, market conditions and other considerations, to undertake an initial public offering (Offer) of its equity shares and has filed a red herring prospectus (RHP) with the Registrar of Companies, Bangalore situated at Karnataka. The RHP will be available on the website of SEBI at www.sebi.gov.in, NSE at www.nseindia.com, BSE at www.bseindia.com and the website of the book running lead managers to the Offer, i.e. ICICI Securities Limited, Credit Suisse Securities (India) Private Limited, IIFL Holdings Limited and Kotak Mahindra Capital Company Limited at www.icicisecurities.com, www.credit-suisse.com, www.iiflcap.com and www.investmentbank.kotak.com respectively. Any potential investors should note that investment in equity shares involves a degree of risk and for details relating to the same, please refer to the RHP, including the section “Risk Factors” on page 15 of the RHP.

Disclaimer Clause of the SEBI: SEBI only gives its observations on the offer documents and this does not constitute approval of either the Offer or the specified securities or the offer document. The investors are advised to refer to page 284 of the RHP for the full text of the Disclaimer Clause of SEBI.

Disclaimer Clause of BSE (Designated Stock Exchange): It is to be distinctly understood that the permission given by BSE should not in any way be deemed or construed that the RHP has been cleared or approved by BSE nor does it certify the correctness or completeness of any of the contents of the RHP. The investors are advised to refer to page 288 of the RHP for the full text of the Disclaimer Clause of BSE.

Disclaimer Clause of NSE: It is to be distinctly understood that the permission given by NSE should not in any way be deemed or construed that the Offer Document has been cleared or approved by NSE nor does it certify the correctness or completeness of any of the contents of the Offer Document. The investors are advised to refer to page 289 of the RHP for the full text of the Disclaimer Clause of NSE.

Disclaimer Clause of RBI: The Company has a valid certificate of registration dated January 19, 2018 issued by the RBI under section 45IA of the Reserve Bank of India Act, 1934. The RBI does not accept any responsibility or guarantee about the present position as to the financial soundness of our Company or for the correctness of any of the statements or representation made or opinions expressed by our Company and for discharge of liability of our Company.


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