Matrimony.com Limited, a leading provider of online matchmaking services in India in terms of the average number of website pages viewed by unique visitor will be launching its initial public offer (“IPO” or the “Offer”) which is scheduled to open on September 11, 2017 and close on September 13, 2017 with a price band of Rs. 983 – Rs. 985 per equity share of face value of Rs. 5 each of the Company. The Anchor Investor Bid/Offer Period shall be September 08, 2017, being one working day prior to the Offer Opening Date.
The Issue comprises of Fresh Issue up to Rs. 1,300 million (the “Fresh Issue”) and an Offer For Sale of up to 3,767,254 equity shares comprising offer for sale of up to 1,461,006 equity shares by Bessemer India Capital Holdings II Ltd, Offer For Sale of up to 155,760 equity shares by Mayfield XII , Mauritius aggregating, Offer for Sale of up to 1,683,207 equity shares by CMDB II, Offer for Sale of up to 384,447 equity shares by Murugavel Janakiraman (“Promoter Selling Shareholder”) and Offer for Sale of up to 82,834 equity shares by Indrani Janakiraman (a member of our promoter group) (collectively, the “selling shareholders”) (collectively the “offer for sale”). The offer includes a reservation of up to Rs. 5 million for eligible employees (defined hereinafter) (the “employee reservation portion”).
Murugavel Janakiraman, Managing Director, matrimony.com
Murugavel Janakiraman, Managing Director, matrimony.com, K Balasubramanian, Chief Financial Officer, matrimony.com
K Balasubramanian, Chief Financial Officer, matrimony.com, Murugavel Janakiraman, Managing Director, matrimony.com, Mahesh Natarajan, Vice President, Corporate Finance, ICICI Securities
The Offer is being made pursuant to Rule 19(2)(b)(ii) of the Securities Contracts (Regulation) Rules, 1957, as amended (“SCRR”). The Offer is being made through the Book Building Process in accordance with Regulation 26(2) of the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2009, as amended (the “SEBI Regulations”), wherein at least 75% of the Net Offer shall be Allotted on a proportionate basis to Qualified Institutional Buyers (“QIBs”), provided that our Company and the Selling Shareholders in consultation with the BRLMs may allocate up to 60% of the QIB Portion to Anchor Investors at the Anchor Investor Allocation Price, on a discretionary basis, out of which at least one-third will be reserved for domestic Mutual Funds subject to valid bids being received from domestic Mutual Funds at or above the 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 Net QIB Portion (defined hereinafter). The number of Equity Shares representing 5% of the Net QIB Portion (other than Anchor Investor Portion) shall be available for allocation on a proportionate basis to Mutual Funds only.
The remainder of the Net QIB Portion shall be available for allocation on a proportionate basis to QIBs (other than Anchor Investors), including Mutual Funds, subject to valid Bids being received from them 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. If at least 75% of the Net Offer cannot be Allotted to QIBs, all the application monies will be refunded forthwith.
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 in accordance with the SEBI Regulations, subject to valid Bids being received from them at or above the Offer Price and such that, subject to availability of Equity Shares, each Retail Individual Bidder shall be Allotted not less than the minimum Bid Lot, and the remaining Equity Shares, if available, shall be Allotted to all Retail Individual Bidders on a proportionate basis.
All potential investors, other than Anchor Investors, are required to participate through the Applications Supported by Blocked Amount (“ASBA”) process by providing the details of their respective bank accounts in which the corresponding Bid Amount will be blocked by the Self Certified Syndicate Banks (“SCSBs”). For details, see “Offer Procedure” at page 407.
The Net Proceeds from the fresh issue component of the Offer will be utilised towards (i) Advertising and business promotion activities; (ii) Purchase of land for construction of office premises in Chennai; (iii) Repayment of our overdraft facilities; and (iv) General corporate purposes
Axis Capital Limited and ICICI Securities Limited the Book Running Lead Managers (“BRLMs”) to the Offer. The Registrar to the Offer is Karvy Computershare Private Limited.
The Equity Shares of Matrimony.com Limited are proposed to be listed on the BSE Limited and National Stock Exchange of India Limited.
The business of Matrimony.com Limited currently comprises two segments viz., matchmaking services and marriage services and related sale of products. In fiscal 2017 and the three months ended June 30, 2017, matchmaking services and marriage services accounted for all of the company’s revenue and there was no revenue from the related sale of products.
According to the comScore Report, Matrimony.com are the leading provider of online matchmaking services in India in terms of the average number of website pages viewed by unique visitors in June 2017 (Matrimony.com data does not include data from all sites under Matrimony.com). They deliver matchmaking services to its users in
India and the Indian diaspora through their
websites, mobile sites and mobile apps complemented by their on-the-ground
network in . India
The brand, BharatMatrimony.com, has been ranked as
most trusted online matrimony brand by The Brand Trust Report India Study 2014
(a study covering 20,000 brands across 16 cities) and their other matchmaking
brands such as CommunityMatrimony.com and EliteMatrimony.com are
well-established in . India
Matrimony.com Limited proposes, subject to receipt of requisite approvals, market conditions, and other considerations, to make an initial public offering of its equity shares and has filed a red herring prospectus (“RHP”) with the Registrar of Companies. The RHP will be available on the website of the Securities and Exchange Board of India (“SEBI”) at www.sebi.gov.in , BSE Limited at www.bseindia.com, National Stock Exchange of India Limited at www.nseindia.com and is available on the website of the Book Running Lead Managers i.e. Axis Capital Limited at http://www.axiscapital.co.in and ICICI Securities Limited at www.icicisecurities.com. Investors should note that investment in equity shares involves a high degree of risk and for details relating to the same, see section titled “Risk Factors” beginning on page 17 of the RHP. Potential investors should not rely on the RHP filed with the Registrar of Companies for any investment decisions.
DISCLAIMER CLAUSE OF SECURITIES AND EXCHANGE BOARD OF
(“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. Investors
are advised to refer to page 385 of the RHP for the full text of the Disclaimer
Clause of SEBI. INDIA
DISCLAIMER CLAUSE OF THE BSE (The Designated Stock Exchange) : The BSE does not in any manner: (a) warrant, certify or endorse the correctness or completeness of any of the contents of the RHP; (b) warrant that the Company’s securities will be listed or will continue to be listed on the BSE; or (c) take any responsibility for the financial or other soundness of the Company, its promoters, its management or any scheme or project of the Company; and it should not for any reason be deemed or construed that the RHP has been cleared or approved by the BSE. The investors are advised to refer to page 391-392 of the RHPfor 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 in any manner warrant, certify or endorse the correctness or completeness of any of the contents of the Offer document.” The investors are advised to refer to page 392 of the RHPfor the full text of the Disclaimer clause of the NSE