Kalyan Jewellers India Limited (the “Company’), one of the largest jewellery companies in India based on revenue as of March 31, 2020, according to the Technopak Report, will open the initial public offer of equity shares of face value of ₹10 each (“Equity Shares” and such initial public offer, the “Offer”) on March 16, 2021. The Offer will close on March 18, 2021. The Price Band of the Offer has been fixed at ₹86 to ₹87 per Equity Share.
Risks to Investors:
- The five Lead Managers associated with the Offer have handled 32 public issues in the past three financial years, out of which 11 issues closed below the issue price on listing date.
- The price/earnings ratio based on diluted EPS for Fiscal 2020 for the Company at the upper end of the Price Band is 58.39.
- Average cost of acquisition of Equity Shares for the Selling Shareholders in the Offer ranges from Nil per Equity Share to ₹56.61 per Equity Share and the Offer Price at upper end of the Price Band is ₹87 per Equity Share.
- Weighted average return on net worth for last three Fiscals is 4.46%.
The Offer comprises initial public offering of Equity Shares of the Company aggregating up to ₹11,750 million, comprising (a) a fresh issue aggregating up to ₹8,000 million (“Fresh Issue”); and (b) an offer for sale aggregating up to ₹3,750 million, comprising offer for sale of Equity Shares aggregating up to ₹1,250 million by Mr. T.S. Kalyanaraman (“Promoter Selling Shareholder”) and offer for sale of Equity Shares aggregating up to ₹2,500 million by Highdell Investment Ltd (“Investor Selling Shareholder” and together with the Promoter Selling Shareholder, the “Selling Shareholders”).
The Offer includes a reservation aggregating up to ₹20 million, for subscription by Eligible Employees (the “Employee Reservation Portion”). The Offer less the Employee Reservation Portion is hereinafter referred to as the “Net Offer”.
Bids can be made for a minimum of 172 Equity Shares and in multiples of 172 Equity Shares thereafter.
The Offer is being made in terms of Rule 19(2)(b) of the Securities Contracts (Regulation) Rules, 1957, as amended, read with Regulation 31 of the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018, as amended (“SEBI ICDR Regulations”). The Offer is being made through the Book Building Process, in compliance with Regulation 6(1) of the SEBI ICDR Regulations, wherein not more than 50% of the Net Offer shall be available for allocation on a proportionate basis to Qualified Institutional Buyers (“QIBs”) (“QIB Portion”), provided that the Company and the Selling Shareholders in consultation with the Lead Managers, may allocate up to 60% of the QIB Portion to Anchor Investors on a discretionary basis (“Anchor Investor Portion”). One-third of the Anchor Investor Portion shall be reserved for domestic Mutual Funds, subject to valid Bids being received from the domestic Mutual Funds at or above the Anchor Investor Allocation Price. 5% of the QIB Portion (excluding the Anchor Investor Portion) shall be available for allocation on a proportionate basis to Mutual Funds only, and the remainder of the QIB Portion shall be available for allocation on a proportionate basis to all QIBs (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 shall be available for allocation on a proportionate basis to Non-Institutional Investors and not less than 35% of the Net Offer shall be available for allocation to Retail Individual Investors 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 be mandatorily required to participate in the Offer through the Application Supported by Blocked Amount (“ASBA”) process and shall provide details of their respective ASBA Account in which the Bid Amount will be blocked by the Self Certified Syndicate Banks (“SCSBs”) or under the UPI Mechanism, as the case may be. Anchor Investors are not permitted to participate in the Anchor Investor Portion through the ASBA process.
The Company proposes to utilize the funds which are being raised through the Fresh Issue towards: (i) funding working capital requirements of the Company; and (ii) general corporate purposes.
Axis Capital Limited, Citigroup Global Markets India Private Limited, ICICI Securities Limited and SBI Capital Markets Limited are the Global Co-ordinators and Book Running Lead Managers to the Offer. BOB Capital Markets Limited is the Book Running Lead Manager to the Offer.
The capitalized terms used herein, but not defined, shall have meaning ascribed to such terms in the red herring prospectus dated March 9, 2021 filed by the Company with the Registrar of Companies, Ernakulam.
Disclaimer:
Kalyan Jewellers India Limited is proposing, subject to receipt of requisite approvals, market conditions and other considerations, an initial public offering of its equity shares and has filed a red herring prospectus dated March 9, 2021 (“RHP”) with the Registrar of Companies, Ernakulam. The RHP is available on the websites of BSE Limited and National Stock Exchange of India Limited at www.bseindia.com and www.nseindia.com respectively, SEBI at www.sebi.gov.in, and Axis Capital Limited, Citigroup Global Markets India Private Limited, ICICI Securities Limited, SBI Capital Markets Limited and BOB Capital Markets Limited at www.axiscapital.co.in, www.online.citibank.co.in/rhtm/citigroupglobalscreen1.htm, www.icicisecurities.com, www.sbicaps.com and www.bobcaps.in, respectively. Investors should note that investment in equity shares involves a high degree of risk and for details refer to the RHP, including the section titled “Risk Factors”.
This announcement is not an offer of securities for sale in the United States or elsewhere. This announcement has been prepared for publication in India only and is not for publication or distribution, directly or indirectly, in or into the United States. The securities described in this announcement have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the “U.S. Securities Act”) 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 state securities laws. No public offering of securities in the United States is contemplated.
