Fusion Events Limited

Draft Prospectus Dated: December 13, 2017 Please read Section 26 & 32 of the Companies Act, 2013 100% Fixed Price Issue Fusion Events Limited Our Company was originally incorporated as Fusion Events Private Limited at Indore, Madhya Pradesh as a Private Limited Company under the provision of Companies Act, 1956 vide Certificate of Incorporation dated June 08, 2005 bearing CIN U74300MP2005PTC017697 issued by the Registrar of Madhya Pradesh & Chhattisgarh. Subsequently, pursuant to shareholders resolution passed at Extraordinary General Meeting of our Company held on September 14, 2017, our Company was converted into a Public Limited Company, following which our name was changed to Fusion Events Limited and a Fresh Certificate of Incorporation consequent upon conversion of company to Public Limited dated September 27, 2017 was issued by Registrar of Companies. The Corporate Identification Number of our Company is U74300MP2005PLC017697. For further details of Incorporation, Change of Name and Registered Office of our company, please refer to chapter titled “General Information” and “Our History and Certain Other Corporate Matters” beginning on page 57 and page 130 of this Draft Prospectus. Registered Office: 402, Princes Pride, Fourth Floor, 21/3, New Palasia, Off Narayan Kothi, Indore 452003 Corporate Identification Number: U74300MP2005PLC017697 Tel. No.: 0731-2533362; Fax No. NA Contact Person: Arnika Jain, Company Secretary and Compliance Officer Email: [email protected] ; Website: www.fusionevents.in PROMOTERS OF OUR COMPANY: PANKAJ ACHARYA, ALOK TILWANKAR, MOHIT BHARGAVA , ROHIT BINDAL AND PURPLE FOCUS PRIVATE LIMITED THE ISSUE INITIAL PUBLIC ISSUE OF 26,94,000* EQUITY SHARES OF FACE VALUE OF RS. 10/- EACH (“EQUITY SHARES”) OF FUSION EVENTS LIMITED (THE “COMPANY” OR THE “ISSUER”) FOR CASH AT A PRICE OF RS. [] /- PER EQUITY SHARE, INCLUDING A SHARE PREMIUM OF RS. [] /- PER EQUITY SHARE (THE “ISSUE PRICE”), AGGREGATING RS. [] LAKHS (“THE ISSUE”), OF WHICH 1,38,000 EQUITY SHARES OF FACE VALUE OF RS. 10/- EACH FOR CASH AT A PRICE OF RS. []/- PER EQUITY SHARE, AGGREGATING RS. [] LAKHS WILL BE RESERVED FOR SUBSCRIPTION BY THE MARKET MAKER TO THE ISSUE (THE “MARKET MAKER RESERVATION PORTION”). THE ISSUE LESS MARKET MAKER RESERVATION PORTION I.E. ISSUE OF 25,56,000 EQUITY SHARES OF FACE VALUE OF RS. 10 EACH FOR CASH AT A PRICE OF RS. []/- PER EQUITY SHARE, AGGREGATING RS. [] LAKHS IS HEREINAFTER REFERED TO AS THE “NET ISSUE”. THE ISSUE AND THE NET ISSUE WILL CONSTITUTE 44.01% AND 41.75% RESPECTIVELY OF THE FULLY DILUTED POST ISSUE PAID UP EQUITY SHARE CAPITAL OF OUR COMPANY. THE FACE VALUE OF THE EQUITY SHARES IS RS. 10 EACH AND THE ISSUE PRICE OF RS. [] IS [] TIMES OF THE FACE VALUE OF THE EQUITY SHARES. In terms of SEBI Circular No. CIR/CFD/POLICYCELL/11/2015, all potential investors shall participate in the Issue only through an Application Supported by Blocked Amount (“ASBA”) process providing details about the bank account which will be blocked by the Self Certified Syndicate Banks (“SCSBs”) for the same. For details in this regard, specific attention is invited to the chapter titled “Issue Procedure” beginning on page 230 of this Draft Prospectus. A copy of Prospectus will be delivered for registration to the Registrar as required under Section 26 of the Companies Act, 2013. THE ISSUE IS BEING MADE IN ACCORDANCE WITH CHAPTER XB OF THE SECURITIES AND EXCHANGE BOARD OF INDIA (ISSUE OF CAPITAL AND DISCLOSURE REQUIREMENTS) REGULATIONS, 2009, AS AMENDED FROM TIME TO TIME (“SEBI (ICDR) REGULATIONS”). For further details please refer the section titled ‘Issue Information’ beginning on page 221 of this Draft Prospectus. RISKS IN RELATION TO FIRST ISSUE This being the first public issue of our Company, there has been no formal market for our Equity Shares. The face value of the Equity Shares of our Company is RS. 10 and the Issue price of RS. []/- per Equity Share is [] times of the face value. The Issue Price (as determined by our Company in consultation with the Lead Manager as stated in the chapter titled ‘Basis for issue Price’ beginning on page 88 of this Draft Prospectus) should not be taken to be indicative of the market price of the Equity Shares after such Equity Shares are listed. No assurance can be given regarding an active and / or sustained trading in the Equity Shares or regarding the price at which the Equity Shares will be traded after listing. GENERAL RISKS Investments in equity and equity-related securities involve a degree of risk and investors should not invest any funds in this issue unless they can afford to take the risk of losing their investment. Investors are advised to read the risk factors carefully before taking an investment decision in this issue. For taking an investment decision, investors must rely on their own examination of the Company and this issue, including the risks involved. The Equity Shares issued in the issue have not been recommended or approved by the Securities and Exchange Board of India (“SEBI”), nor does SEBI guarantee the accuracy or adequacy of the contents of this Draft Prospectus. Specific attention of the investors is invited to the section titled ‘Risk Factors’ beginning on page 17 of this Draft Prospectus. COMPANY’S ABSOLUTE RESPONSIBILITY The Issuer, having made all reasonable inquiries, accepts responsibility for and confirms that this Draft Prospectus contains all information with regard to our Company and this issue, which is material in the context of this Issue, that the information contained in this Draft Prospectus is true and correct in all material aspects and is not misleading in any material respect, that the opinions and intentions expressed herein are honestly held and that there are no other facts, the omission or inclusion of which makes this Draft Prospectus as a whole or any of such information or the expression of any such opinions or intentions, misleading, in any material respect. LISTING The Equity Shares of our Company issued through this Draft Prospectus are proposed to be listed on the EMERGE Platform of National Stock Exchange of India Limited (‘‘NSE EMERGE”). In terms of the Chapter XB of the SEBI ICDR Regulations, 2009 as amended from time to time, our Company has received an In- Principal approval letter dated []from National Stock Exchange of India Limited for using its name in this issue document for listing of our shares on the EMERGE Platform of National Stock Exchange of India Limited. For the purpose of this issue, National Stock Exchange of India Limited shall be the Designated Stock Exchange. LEAD MANAGER TO THE ISSUE REGISTRAR TO THE ISSUE PANTOMATH CAPITAL ADVISORS PRIVATE LIMITED LINK INTIME INDIA PRIVATE LIMITED 406-408, Keshava Premises, Behind Family Court, C-101, 247 Park, L.B.S. Marg, Vikhroli (West), Bandra Kurla Complex, Bandra (East), Mumbai- 400 083, India Mumbai – 400051, Maharashtra, India Tel: 022-49186200 Tel: +91-22 61946719 Fax: 022-49186195 Fax: +91-22 2659 8690 Email: [email protected] Website:www.pantomathgroup.com Website: www.linkintime.co.in Email: [email protected] Investor Grievance Id: Investor Grievance Id: [email protected] [email protected] Contact Person: Unmesh Zagade Contact Person: Shanti Gopalkrishnan SEBI Registration No:INM000012110 SEBI Registration Number: INR000004058 ISSUE PROGRAMME ISSUE OPENS ON [] ISSUE CLOSES ON [] *Note: Number of shares may need to be adjusted for lot size upon determination of issue price. Contents SECTION I – GENERAL ............................................................................................................................. 3 DEFINITION AND ABBREVIATION ................................................................................................... 3 PRESENTATION OF FINANCIAL, INDUSTRY AND MARKET DATA......................................... 14 FORWARD LOOKING STATEMENT ................................................................................................. 16 SECTION II – RISK FACTOR .................................................................................................................. 17 SECTION III- INTRODUCTION .............................................................................................................. 35 SUMMARY OF INDUSTRY ................................................................................................................. 35 SUMMARY OF OUR BUSINESS ........................................................................................................ 47 SUMMARY OF FINANCIAL STATEMENTS .................................................................................... 51 THE ISSUE ............................................................................................................................................. 55 GENERAL INFORMATION ................................................................................................................. 57 CAPITAL STRUCTURE ....................................................................................................................... 65 OBJECT OF THE ISSUE ....................................................................................................................... 79 BASIS FOR ISSUE PRICE .................................................................................................................... 88 STATEMENT OF POSSIBLE TAX BENEFIT ..................................................................................... 90 SECTION IV- ABOUT THE COMPANY ................................................................................................

Load more