Monday, 30 November 2020

Burger King India Limited Initial Public Offer

Burger King India Limited Initial Public Offer

Bid/ Offer period to open on Wednesday, December 2, 2020

 ·         Price band fixed at Rs 59 to Rs 60 per equity share of face value of Rs. 10 each

·         Bid/ Offer period to remain open from Wednesday, 2nd  December, 2020 to Friday, 4th December 2020

Burger King India Limited (the “Company’), one of the fastest growing international QSR chains in India during the first five years of operations based on number of restaurants. (Source: Technopak), will open the Bid/ Offer period in relation to its initial public offer of equity shares of face value of Rs. 10 each (“Equity Shares” and such initial public offer, the “Offer”) on Wednesday, December 2, 2020. The Bid/ Offer period will close on Friday, December 4, 2020. The price band of the Offer has been fixed at Rs 59 to Rs 60per Equity Share.

The initial public offering comprises of a fresh issue of Equity Shares aggregating up to Rs. 4,500 million* by the company (“Fresh Issue”) and an offer for sale of up to 60,000,000 Equity Shares by QSR Asia Pte. Ltd. (“Promoter Selling Shareholder”) (“Offer for Sale”, and together with the fresh issue, “Offer”).

The company has undertaken a pre-ipo placement by way of a: (i) Rights Issue of 1,32,00,000 equity shares to the Promoter Selling Shareholder for cash at a price of Rs. 44 per equity share

aggregating to Rs. 580.80 million pursuant to the resolution of the board dated May 23, 2020; and (ii) Preferential allotment of 15,712,820 Equity Shares to AIL for cash at a price of Rs. 58.50 per equity share aggregating to Rs. 919.20 million, in consultation with the BRLMs, pursuant to the resolution of the board dated November 18, 2020. The size of the fresh issue of up to Rs. 6,000 million has been reduced by Rs. 1,500 million pursuant to the pre-IPO placement, and accordingly, the fresh issue size is up to Rs. 4,500 million.

Bids can be made for a minimum of 250 Equity Shares and in multiples of 250 Equity Shares thereafter.

The Offer is being made in terms of Rule 19(2)(b) of the Securities Contracts (Regulation) Rules, 1957, as amended (“SCRR”) 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”). This Offer is being made through the Book Building Process in accordance with Regulation 6(2) of the SEBI ICDR Regulations wherein not less than 75% of the Offer shall be available for allocation on a proportionate basis to Qualified Institutional Buyers (“QIBs”) (“QIB Portion”), provided that the Company and the Promoter Selling Shareholder in consultation with the BRLMs may allocate up to 60% of the QIB Portion to Anchor Investors on a discretionary basis. 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 QIB Bidders (other than Anchor Investors), including Mutual Funds, subject to valid Bids being received at or above the Offer Price. If at least 75% of the Offer cannot be Allotted to QIBs, the Bid Amounts received by the Company shall be refunded.

Further, not more than 15% of the Offer shall be available for allocation on a proportionate basis to Non-Institutional Bidders and not more than 10% of the Offer shall be available for allocation to Retail Individual Bidders in accordance with the SEBI ICDR Regulations, subject to valid Bids being received from them at or above the Offer Price. All Bidders, other than Anchor Investors, are mandatorily required to participate in the Offer through the Application Supported by Blocked Amount (“ASBA”) process by providing details of their respective bank accounts (including UPI ID in case of RIBs, if applicable) which will be blocked by the Self Certified Syndicate Banks (“SCSBs”) to the extent of the respective Bid Amounts. Anchor Investors are not permitted to participate in the Anchor Investor Portion through the ASBA Process.

The Net Proceeds from the Fresh Issue are proposed to be utilised for funding roll out of new Company-owned Burger King Restaurants by way of: (i) Repayment or prepayment of outstanding borrowings of the Company obtained for setting up of new Company-owned Burger King Restaurants; and (ii) Capital expenditure incurred for setting up of new Company-owned Burger King Restaurants, and for general corporate purposes.

The Equity Shares offered in this Offer are proposed to be listed at both BSE Limited (“BSE”) and the National Stock Exchange of India Limited (“NSE”, together with BSE, the “Stock Exchanges”) post the listing. For the purpose of the Offer, BSE is the Designated Stock Exchange.

Kotak Mahindra Capital Company Limited, CLSA India Private Limited, Edelweiss Financial Services Limited and JM Financial Limited are the Book Running Lead Managers to the Offer.

All capitalized terms used herein and not specifically defined shall have the same meaning as ascribed to them in the Red Herring Prospectus dated November 25, 2020 (“RHP”).

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