Mumbai: ICICI Lombard General Insurance Company Limited (“Company” or “Issuer“) proposes to open on Friday, September 15, 2017, an initial public offering up to 86,247,187 Equity Shares of face value of ₹ 10 each (“Equity Shares”) which comprises of an offer for sale of up to 31,761,478 Equity Shares by ICICI Bank Limited (“ICICI Bank” or the “Promoter Selling Shareholder”) and up to 54,485,709 Equity Shares by FAL Corporation (“FAL” or the “Investor Selling Shareholder” and together with the Promoter Selling Shareholder, the “Selling Shareholders”) (“Offer”), including a reservation of up to 4,312,359 equity shares for purchase by ICICI Bank shareholders (as defined in “Definitions and Abbreviations” in the red herring prospectus dated September 6, 2017 registered by the Company with the Registrar of Companies, Maharashtra at Mumbai (“RHP”) on September 6, 2017). The Offer would constitute 19.00% of post-Offer paid-up Equity Share capital and the net offer shall constitute 18.05% of the post-Offer paid-up Equity Share capital.
The Price Band for the Offer is fixed from Rs. 651 per Equity Share to Rs. 661 per Equity Share. Bids can be made for a minimum of 22 Equity Shares and in multiples of 22 Equity Shares thereafter. The Bid/ Offer will close on Tuesday, September 19, 2017.
The Company and the Selling Shareholders may, in consultation with the Global Coordinators and Book Running Lead Managers (“GCBRLMs“) and the Book Running Lead Managers (“BRLMs“), consider participation by Anchor Investors. The Anchor Investors shall Bid during the Anchor Investor Bid / Offer Period; i.e., one Working Day prior to the Bid/Offer Opening Date, on which Bids by Anchor Investors shall be submitted and allocation to Anchor Investors shall be completed.
The GCBRLMs to the Offer are DSP Merrill Lynch Limited, ICICI Securities Limited and IIFL Holdings Limited. The BRLMs to the Offer are CLSA India Private Limited, Edelweiss Financial Services Limited and JM Financial Institutional Securities Limited.
The Equity Shares offered in the Offer proposed to be listed on BSE and NSE.
The Offer is being made in accordance with Regulation 26(1) of the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2009, as amended (“SEBI Regulations”), wherein not more than 50% of the Net Offer shall be allocated on a proportionate basis to Qualified Institutional Buyers (“QIBs”), provided that our Company and the Selling Shareholders may, in consultation with the GCBRLMs and the BRLMs, allocate up to 60% of the QIB Portion to Anchor Investors on a discretionary basis, out of which one-third shall be reserved for domestic Mutual Funds only, subject to valid Bids being received from domestic Mutual Funds at or above the Anchor Investor Allocation Price, in accordance with the SEBI Regulations. 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 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 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 Bidders in accordance with the SEBI Regulations, subject to valid Bids being received at or above the Offer Price. All potential investors, other than Anchor Investors, are required to mandatorily utilise the Application Supported by Blocked Amount (“ASBA”) process providing details of their respective bank account which will be blocked by the SCSBs, to participate in this Offer.
ICICI LOMBARD GENERAL INSURANCE COMPANY LIMITED is proposing, subject to applicable statutory and regulatory requirements, receipt of requisite approvals, market conditions and other considerations, to make an initial public offer of its Equity Shares and has registered the Red Herring Prospectus dated September 06, 2017 (”RHP”) with the RoC, Mumbai on September 06, 2017. The RHP is available on the websites of SEBI, BSE and NSE at www.sebi.gov.in, www.bseindia.com and www.nseindia.com, respectively, and at the websites of the GCBRLMs at www.ml-india.com, www.icicisecurities.com and www.iiflcap.com respectively and the BRLMs at www.india.clsa.com, www.edelweissfin.com and www.jmfl.com respectively. Potential investors should note that investment in equity shares involves a high degree of risk and for details relating to the same, see the section titled “Risk Factors” on page 22 of the RHP. Potential investors should not rely on the DRHP filed with SEBI for making any investment decision.
The Equity Shares have not been and will not be registered, listed or otherwise qualified in any other jurisdiction outside India and may not be offered or sold, and Bids may not be made by persons in any such jurisdiction, except in compliance with the applicable laws of such jurisdiction. The Equity Shares have not been and will not be registered under the US Securities Act of 1933 (“U.S. Securities Act”) or any state securities laws in the United States 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 in accordance with any applicable United States state securities laws. There is no intention to register the Equity Shares in the United States or to make a public offering of the securities in the United States.
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 412 of the RHP for the full text of the Disclaimer Clause of SEBI.
Disclaimer Clause of the BSE (the 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 427 of the RHP for the full text of the Disclaimer Clause of the BSE.
Disclaimer Clause of the 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 428 of the RHP for the full text of the Disclaimer Clause of NSE.
Capitalised terms not otherwise defined in this press release shall have the meanings given to them in the RHP.
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