Kochi, March 24, 2022: Veranda Learning Solutions Limited (“Company” or the “Issuer”), plans to open its Initial Public Offering (the “Offer”) on March 29, 2022. The Anchor Investor Bidding Date shall be March 28, 2022.
The Price Band of the Offer has been fixed at ₹130 to ₹137 per Equity Share of face value of ₹10 each. Bids can be made for a minimum of 100 Equity Shares and in multiples of 100 Equity Shares thereafter.
The Offer consists equity shares of face value of ₹10 each ("Equity Shares") of the Issuer aggregating up to ₹2,000 million.
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 Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018 ("SEBI ICDR Regulations"), as amended. The Offer is being made through the Book Building Process, in compliance with Regulation 6(2) of the SEBI ICDR Regulations, where not less than 75% of the Net Offer shall be available for allocation on a proportionate basis to Qualified Institutional Buyers ("QIBs") (the "QIB Portion"), provided that the Company, in consultation with the BRLM, may allocate up to 60% of the QIB Portion to Anchor Investors, on a discretionary basis (the "Anchor Investor Portion"), of which one-third shall be reserved for domestic Mutual Funds, subject to valid Bids being received from domestic Mutual Funds at or above the price at which Equity Shares are allocated to Anchor Investors. 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 (other than Anchor Investor Portion) ("Net QIB Portion"). Further, 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 QIBs, 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 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 more than 15% of the Net Offer shall be available for allocation on a proportionate basis to Non-Institutional Bidders and not more than 10% of the Net Offer shall be available for allocation to Retail Individual Bidders ("RIBs"), 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 Block Amount ("ASBA") process and shall provide details of their respective bank account (including UPI ID for RIBs using UPI Mechanism) in which the Bid Amount will be blocked by the Self-Certified Syndicate Banks or the Sponsor Banks, as the case may be. Anchor Investors are not permitted to participate in the Offer through the ASBA process.
The Equity Shares offered in this Offer are proposed to be listed at both BSE Limited and the National Stock Exchange of India Limited post the closing.
All capitalised terms used herein but not defied shall have the same meaning as ascribed to them in the Red Herring Prospectus and Prospectus.
Disclaimer:
The Issuer 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 22, 2022 (the "RHP") with the Registrar of Companies, Tamil Nadu (“RoC") and Securities Exchange Board of India ("SEBI"). The RHP is available on the website of SEBI at www.sebi.gov.in; the website of Book Running Lead Manager at www.systematixgroup.in; and Issuer at www.verandalearning.com
Any potential investor should note that investment in equity shares involves a high-degree-of risk. For details, potential investors should refer to the RHP, including the section titled "Risk Factors" beginning on page 30 of the RHP. Potential investors should not rely on the RHP for any investment decision."
The information contained herein been prepared for publication or distribution in India and may not be released in the United States. This presentation of information does not constitute an offer of securities for sale in any jurisdiction, including the United States, and any securities described in this announcement may not be offered or sold in the United States absent registration under the U.S. Securities Act of 1933 or an exemption from registration. Any public offering of securities to be made in the United States will be made by means of a prospectus that may be obtained from the Issuer and that will contain detailed information about the Issuer and management, as well as financial statements. However, the securities described herein are not being offered or sold in the United States.
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