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Ksk Energy Ventures Limited

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Ksk Energy Ventures Limited Placement Document Dated June 4, 2014 Not for Circulation and Strictly Confidential Serial Number: [●] KSK ENERGY VENTURES LIMITED Our Company was incorporated as KSK Energy Ventures Private Limited on February 14, 2001 under the Companies Act, 1956. Pursuant to a special resolution of its shareholders passed on February 9, 2002, our Company was converted into a public limited company and the word “private” was deleted from its name. Our Company became a private limited company pursuant to a special resolution of its shareholders passed on July 3, 2006, and the word “private” was added to its name. Subsequently, pursuant to a special resolution of the shareholders of our Company passed on January 19, 2008, our Company became a public limited company and the word “private” was deleted from its name. The Corporate Identification Number (CIN) of our Company is L45204AP2001PLC057199. KSK Energy Ventures Limited (the “Company” or the “Issuer” or “KSK”) is issuing 40,404,040 equity shares of our Company of a face value of `10 each (the “Equity Shares”) at a price of `99 per Equity Share (the “Issue Price”), including a premium of `89 per Equity Share aggregating approximately `4,000 million (the “Issue”)*. ISSUE IN RELIANCE UPON SECTION 42 OF THE COMPANIES ACT, 2013, READ WITH RULE 14 OF THE COMPANIES (PROSPECTUS AND ALLOTMENT OF SECURITIES) RULES, 2014 AND CHAPTER VIII OF THE SECURITIES AND EXCHANGE BOARD OF INDIA (ISSUE OF CAPITAL AND DISCLOSURE REQUIREMENTS) REGULATIONS, 2009, AS AMENDED (THE “SEBI REGULATIONS”) THE ISSUE AND DISTRIBUTION OF THIS PLACEMENT DOCUMENT IS BEING MADE TO QUALIFIED INSTITUTIONAL BUYERS (“QIBs”) AS DEFINED UNDER THE SEBI REGULATIONS IN RELIANCE UPON SECTION 42 OF THE COMPANIES ACT, 2013, READ WITH RULE 14 OF THE COMPANIES (PROSPECTUS AND ALLOTMENT OF SECURITIES) RULES, 2014 (TOGETHER, THE “PRIVATE PLACEMENT REGULATIONS”) AND CHAPTER VIII OF THE SEBI REGULATIONS. THIS PLACEMENT DOCUMENT IS PERSONAL TO EACH PROSPECTIVE INVESTOR AND DOES NOT CONSTITUTE AN OFFER OR INVITATION OR SOLICITATION OF AN OFFER TO THE PUBLIC OR TO ANY OTHER PERSON OR CLASS OF INVESTORS WITHIN OR OUTSIDE INDIA OTHER THAN TO QIBs. YOU ARE NOT AUTHORIZED TO AND MAY NOT (1) DELIVER THIS PLACEMENT DOCUMENT TO ANY OTHER PERSON; OR (2) REPRODUCE THIS PLACEMENT DOCUMENT IN ANY MANNER WHATSOEVER. ANY DISTRIBUTION OR REPRODUCTION OF THIS PLACEMENT DOCUMENT IN WHOLE OR IN PART IS UNAUTHORIZED. FAILURE TO COMPLY WITH THIS INSTRUCTION MAY RESULT IN A VIOLATION OF THE SEBI REGULATIONS OR OTHER APPLICABLE LAWS OF INDIA AND OTHER JURISDICTIONS. INVESTMENTS IN EQUITY SHARES INVOLVE A DEGREE OF RISK AND PROSPECTIVE INVESTORS SHOULD NOT INVEST IN THE ISSUE UNLESS THEY ARE PREPARED TO TAKE THE RISK OF LOSING ALL OR PART OF THEIR INVESTMENT. PROSPECTIVE INVESTORS ARE ADVISED TO CAREFULLY READ “RISK FACTORS” BEFORE MAKING AN INVESTMENT DECISION RELATING TO THE ISSUE. EACH PROSPECTIVE INVESTOR IS ADVISED TO CONSULT ITS OWN ADVISORS ABOUT THE CONSEQUENCES OF AN INVESTMENT IN THE EQUITY SHARES BEING ISSUED PURSUANT TO THIS PLACEMENT DOCUMENT. PROSPECTIVE INVESTORS OF THE EQUITY SHARES OFFERED SHOULD CONDUCT THEIR OWN DUE DILIGENCE ON THE EQUITY SHARES. IF YOU DO NOT UNDERSTAND THE CONTENTS OF THIS PLACEMENT DOCUMENT YOU SHOULD CONSULT AN AUTHORIZED FINANCIAL ADVISER. The Equity Shares are listed on the National Stock Exchange of India Limited (the “NSE”) and the BSE Limited (the “BSE”, together with the NSE, the “Stock Exchanges”). The closing price of the outstanding Equity Shares on the NSE and the BSE on June 2, 2014, was `112.55 and `112.15 per Equity Share, respectively. In-principle approvals under Clause 24(a) of the Equity Listing Agreements (as defined hereinafter) for listing of the Equity Shares have been received from each of the NSE and the BSE on June 2, 2014. Applications will be made for obtaining listing and trading approvals of the Equity Shares offered through this placement document (this “Placement Document”) to the Stock Exchanges. The Stock Exchanges assume no responsibility for the correctness of any statements made, opinions expressed or reports contained herein. Admission of the Equity Shares to trading on the Stock Exchanges should not be taken as an indication of the merits of the business of our Company or the Equity Shares. A copy of the Preliminary Placement Document (as defined hereinafter) (which included disclosures prescribed under Form PAS-4 (as defined hereinafter)) has been delivered to the Stock Exchanges. A copy of this Placement Document (which includes disclosures prescribed under Form PAS-4) has also been filed with the Stock Exchanges. Our Company shall also make the requisite filings with the Registrar of Companies, Andhra Pradesh at Hyderabad (the “RoC”) and the Securities and Exchange Board of India (the “SEBI”) within the stipulated period as required under the Companies Act, 2013 and the Companies (Prospectus and Allotment of Securities) Rules, 2014. This Placement Document has not been reviewed by the SEBI, the Reserve Bank of India (the “RBI”), the Stock Exchanges, the RoC or any other regulatory or listing authority and is intended only for use by the QIBs. This Placement Document has not been and will not be registered as a prospectus with the RoC, will not be circulated or distributed to the public in India or any other jurisdiction, and will not constitute a public offer in India or any other jurisdiction. This Placement Document has been prepared by our Company solely for providing information in connection with the Issue. Invitations, offers and sales of the Equity Shares shall only be made pursuant to the Preliminary Placement Document (as defined hereinafter) together with the respective Application Form (as defined hereinafter) and the Confirmation of Allocation Note (as defined hereinafter). For further details, see the section “Issue Procedure” on page 146. The distribution of this Placement Document or the disclosure of its contents without the prior consent of our Company to any person, other than QIBs and persons retained by QIBs to advise them with respect to their purchase of the Equity Shares is unauthorized and prohibited. Each prospective investor, by accepting delivery of this Placement Document, agrees to observe the foregoing restrictions and make no copies of this Placement Document or any documents referred to in this Placement Document. The information on the website of our Company or any website directly or indirectly linked to the website of our Company does not form part of this Placement Document and prospective investors should not rely on such information contained in, or available through, any such website. The Equity Shares have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the “Securities Act”), 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 Securities Act and applicable state securities laws. The Equity Shares are being offered and sold outside the United States in offshore transactions in reliance on Regulation S under the Securities Act. For further information, see the sections “Selling Restrictions” and “Transfer Restrictions” on pages 157 and 162, respectively. This Placement Document is dated June 4, 2014. GLOBAL COORDINATOR AND BOOK RUNNING LEAD MANAGER BOOK RUNNING LEAD MANAGER *For further details of authority for the Issue, see the section “General Information” on page 205. TABLE OF CONTENTS NOTICE TO INVESTORS ..................................................................................................................................... 1 DISCLAIMER CLAUSE ........................................................................................................................................ 7 PRESENTATION OF FINANCIAL AND OTHER INFORMATION ............................................................. 8 INDUSTRY AND MARKET DATA ..................................................................................................................... 9 FORWARD-LOOKING STATEMENTS ........................................................................................................... 10 ENFORCEMENT OF CIVIL LIABILITIES ..................................................................................................... 11 EXCHANGE RATES ............................................................................................................................................ 12 DEFINITIONS AND ABBREVIATIONS .......................................................................................................... 13 DISCLOSURE REQUIREMENTS UNDER FORM PAS-4 PRESCRIBED UNDER THE COMPANIES ACT, 2013 ............................................................................................................................................................... 20 SUMMARY OF BUSINESS ................................................................................................................................. 22 SUMMARY OF THE ISSUE ................................................................................................................................ 26 SELECTED FINANCIAL INFORMATION ..................................................................................................... 29 RISK FACTORS .................................................................................................................................................... 33 MARKET PRICE INFORMATION ..................................................................................................................
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