RED HERRING PROSPECTUS Dated August 24 ... - Globus Spirits

RED HERRING PROSPECTUS Dated August 24 ... - Globus Spirits RED HERRING PROSPECTUS Dated August 24 ... - Globus Spirits

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In case of discrepancy in the data entered in the electronic book vis-à-vis the data contained in the physical Bid form, for a particular bidder, the details as per physical application form of that Bidder may be taken as the final data for the purpose of allotment. In case of discrepancy in the data entered in the electronic book vis-à-vis the data contained in the physical or electronic Bid cum Application Form submitted through the ASBA process, for a particular ASBA Bidder, the Registrar to the Issue shall ask for rectified data from the SCSB. Due to limitation of time available for uploading the Bids on the Bid/Issue Closing date, the bidders are advised to submit their Bids one day prior to the Bid/Issue Closing Date and, in any case, no later than the times mentioned above on the Bid/Issue Closing Date. All times are Indian Standard Time. Bidders are cautioned that in the event a large number of Bids are received on the Bid/Issue Closing Date, as is typically experienced in pubic offerings, some Bids may not get uploaded due to lack of sufficient time. Such Bids that cannot be uploaded will not be considered for allocation under the Issue. If such Bids are not uploaded, the Issuer, BRLMs and Syndicate members will not be responsible. Bids will be accepted only on Business Days, i.e., Monday to Friday (excluding any public holidays). The Company reserves the right to revise the Price Band during the Bidding Period in accordance with SEBI Guidelines. The cap on the Price Band should not be more than 20% of the floor of the Price Band subject to compliance with the immediately preceding sentence, the floor of the Price Band can move up or down to the extent of 20% of the floor of the Price Band advertised at least one day prior to the Bid/Issue Opening Date. In case of revision in the Price Band, the Issue Period will be extended for three additional days after revision of Price Band subject to the Bidding Period/Issue Period not exceeding 10 working days. Any revision in the Price Band and the revised Bidding Period/Issue Period, if applicable, will be widely disseminated by notification to the BSE and the NSE by issuing a press release, and also by indicating the change on the web sites of the BRLMs and at the terminals of the Syndicate. UNDERWRITERS TO THE ISSUE After the determination of the Issue Price but prior to filing the Prospectus with the RoC, the Company will enter into an Underwriting Agreement with the Underwriters for the Equity Shares proposed to be offered through the Issue. It is proposed that pursuant to the terms of Underwriting Agreement, the BRLMs shall be responsible for bringing in the amount devolved in the event that the Syndicate Members do not fulfil their underwriting obligations. The Underwriters have indicated their intention to underwrite the following number of Equity Shares: (This portion has been intentionally left blank and will be filled in before filing of the Prospectus with the ROC) Name and Address of the Underwriter(s) Date of Agreement Indicate No. of Equity Shares to be Underwritten Amount Underwritten (Rs. in lakhs) [●] [●] [●] [●] The above chart is indicative of the underwriting arrangement and this would be finalized after the pricing and actual allocation. The above Underwriting Agreement is dated [●]. In the opinion of the Board of Directors (based on a certificate given to it by the Underwriters), the resources of all the above mentioned Underwriters are sufficient to enable them to discharge their respective underwriting obligations in full. All the above-mentioned Underwriters are registered with SEBI under Section 12(1) of the Securities and Exchange Board of India Act, 1992 or registered as brokers with the Stock Exchange(s). Allocation among underwriters may not necessarily be in proportion to their underwriting commitments. Notwithstanding the above table, the Underwriters shall be severally responsible for ensuring payment with respect to Equity Shares allocated to investors procured by them. In the event of any default, the respective Underwriter, in addition to other obligations to be defined in the underwriting agreement, will also be required to procure/subscribe to the extent of the defaulted amount. 21

CAPITAL STRUCTURE OF THE COMPANY Share capital as on the date of filing of the Red Herring Prospectus with SEBI (before and after the Issue) is set forth below: (In Rupees, except share data) Particulars Nominal Value Aggregate Value at Issue Price A. Authorised Capital 2,50,00,000 Equity Shares of Rs. 10/- each 25,00,00,000 B. Issued, Subscribed and Paid up Capital before the Issue 1,22,57,741 Equity Shares of Rs. 10/- each fully paid 12,25,77,410 up C. Present Issue to the Public in terms of this Red Herring Prospectus Fresh Issue of: 75,00,000 Equity shares of Rs. 10/- each 7,50,00,000 [•] Out of Above D Employee Reservation Portion 50,000 Equity Shares of Rs.10/- each 5,00,000 [•] E Net Issue to the Public 74,50,000 Equity Shares of Rs.10/- each 7,45,00,000 [•] F. Paid Up Share Capital After the Issue 1,97,57,741 Equity shares of Rs. 10/- each 19,75,77,410 [●] G. Share Premium Account Before the Issue 8,05,00,000 After the Issue [●] The addition to the Share Premium Account on account of the Issue and the balance in the Share Premium Account after the Issue can be determined only after the Issue Price is known, after the Book Building Process. The Authorized Equity Share Capital of the Company has been built-up as per the details given below: Date Number of Shares Cumulative Number of Shares Face Value (Rupees) Authorised Capital (Rupees) Particulars 16.2.1993 50,00,000 50,00,000 10 5,00,00,000 Incorporation 22.8.1995 50,00,000 1,00,00,000 10 10,00,00,000 Increase 29.12.2006 50,00,000 1,50,00,000 10 15,00,00,000 Increase 2.6.2007 1,00,00,000 2,50,00,000 10 25,00,00,000 Increase The current authorized capital is sufficient to meet the requirements of the fresh issue. 22

In case of discrepancy in the data entered in the electronic book vis-à-vis the data contained in<br />

the physical Bid form, for a particular bidder, the details as per physical application form of that<br />

Bidder may be taken as the final data for the purpose of allotment. In case of discrepancy in the<br />

data entered in the electronic book vis-à-vis the data contained in the physical or electronic Bid<br />

cum Application Form submitted through the ASBA process, for a particular ASBA Bidder, the<br />

Registrar to the Issue shall ask for rectified data from the SCSB.<br />

Due to limitation of time available for uploading the Bids on the Bid/Issue Closing date, the<br />

bidders are advised to submit their Bids one day prior to the Bid/Issue Closing Date and, in any<br />

case, no later than the times mentioned above on the Bid/Issue Closing Date. All times are<br />

Indian Standard Time. Bidders are cautioned that in the event a large number of Bids are<br />

received on the Bid/Issue Closing Date, as is typically experienced in pubic offerings, some Bids<br />

may not get uploaded due to lack of sufficient time. Such Bids that cannot be uploaded will not<br />

be considered for allocation under the Issue. If such Bids are not uploaded, the Issuer, BRLMs<br />

and Syndicate members will not be responsible. Bids will be accepted only on Business Days,<br />

i.e., Monday to Friday (excluding any public holidays).<br />

The Company reserves the right to revise the Price Band during the Bidding Period in accordance<br />

with SEBI Guidelines. The cap on the Price Band should not be more than 20% of the floor of the<br />

Price Band subject to compliance with the immediately preceding sentence, the floor of the Price<br />

Band can move up or down to the extent of 20% of the floor of the Price Band advertised at<br />

least one day prior to the Bid/Issue Opening Date.<br />

In case of revision in the Price Band, the Issue Period will be extended for three additional days<br />

after revision of Price Band subject to the Bidding Period/Issue Period not exceeding 10 working<br />

days. Any revision in the Price Band and the revised Bidding Period/Issue Period, if applicable,<br />

will be widely disseminated by notification to the BSE and the NSE by issuing a press release,<br />

and also by indicating the change on the web sites of the BRLMs and at the terminals of the<br />

Syndicate.<br />

UNDERWRITERS TO THE ISSUE<br />

After the determination of the Issue Price but prior to filing the Prospectus with the RoC, the<br />

Company will enter into an Underwriting Agreement with the Underwriters for the Equity Shares<br />

proposed to be offered through the Issue. It is proposed that pursuant to the terms of<br />

Underwriting Agreement, the BRLMs shall be responsible for bringing in the amount devolved in<br />

the event that the Syndicate Members do not fulfil their underwriting obligations.<br />

The Underwriters have indicated their intention to underwrite the following number of<br />

Equity Shares:<br />

(This portion has been intentionally left blank and will be filled in before filing of the Prospectus<br />

with the ROC)<br />

Name and Address of<br />

the Underwriter(s)<br />

Date of<br />

Agreement<br />

Indicate No. of Equity<br />

Shares to be<br />

Underwritten<br />

Amount<br />

Underwritten<br />

(Rs. in lakhs)<br />

[●] [●] [●] [●]<br />

The above chart is indicative of the underwriting arrangement and this would be finalized after<br />

the pricing and actual allocation. The above Underwriting Agreement is dated [●].<br />

In the opinion of the Board of Directors (based on a certificate given to it by the Underwriters),<br />

the resources of all the above mentioned Underwriters are sufficient to enable them to discharge<br />

their respective underwriting obligations in full. All the above-mentioned Underwriters are<br />

registered with SEBI under Section 12(1) of the Securities and Exchange Board of India Act,<br />

1992 or registered as brokers with the Stock Exchange(s).<br />

Allocation among underwriters may not necessarily be in proportion to their underwriting<br />

commitments. Notwithstanding the above table, the Underwriters shall be severally responsible<br />

for ensuring payment with respect to Equity Shares allocated to investors procured by them. In<br />

the event of any default, the respective Underwriter, in addition to other obligations to be<br />

defined in the underwriting agreement, will also be required to procure/subscribe to the extent<br />

of the defaulted amount.<br />

21

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