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IBP Co. Ltd-Part I

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IBP Co. Ltd-Part I FINAL SALE DOCUMENT MARCH 5, 2004 Offer for Sale by the President of India acting through and represented by the Joint Secretary, Ministry of Petroleum and Natural Gas, Government of India (the "Selling Shareholder"), of Equity Shares in IBP Co. Limited Offer for Sale by the Selling Shareholder of 5,758,290 Equity Shares of Rs. 10 each at a price of Rs. 620 in cash aggregating to Rs. 3,570,139,800 (hereinafter referred to as the "Offer"). The Offer would constitute 26% of the paid-up capital of IBP Co. Limited ("the Company"). The Equity Shares being offered for sale are listed and are tradeable on The National Stock Exchange of India Limited, The Stock Exchange, Mumbai, The Calcutta Stock Exchange Association Ltd, The Ahmedabad Stock Exchange, The Delhi Stock Exchange Association Ltd, The Gauhati Stock Exchange Ltd and The Madras Stock Exchange Ltd. The Floor Price for the Offer has been decided by the Selling Shareholder and advertised by the Selling Shareholder as Rs. 620 per Equity Share of Rs. 10 each, prior to the Bid Opening Date. The Equity Shares being offered pursuant to this Offer are already listed. As advised by SEBI, the SEBI Guidelines for public issues/offers do not apply to a listed company facilitating one of the shareholders to dispose of its holding through an offer for sale such as this Offer. However, the Selling Shareholder has voluntarily decided to adopt the SEBI Guidelines, particularly the guidelines for the 100% Book Building Process, save for certain deviations on page 58 of this Final Sale Document. Pursuant to the decision of the Selling Shareholder, a maximum of 50% of the Offer shall be available for allocation on a discretionary basis to Qualified Institutional Buyers. Further, not less than 25% of the Offer shall be available for allocation on a proportionate basis to Non Institutional Bidders and not less than 25% of the Offer shall be available for allocation on a proportionate basis to Retail Bidders, subject to valid bids being received at or above the Offer Price. The Selling Shareholder reserves the right at its sole discretion to transfer the Equity Shares to Retail Bidders at a differential lower price as compared to the price for QIBs and Non Institutional Bidders. The Selling Shareholder has decied to transfer the Equity Share to Retail Bidders at Rs. 589 per Equity Share which is at a 5% discount compared to the price to QIBs and Non-Institutional Bidders. The Selling Shareholder is solely responsible for this decision and the consequences thereof. For further details see “Terms of the Offer”. THE COMPANY IBP Co. Limited was incorporated on February 8, 1909 under the name Indo-Burma Petroleum Company Limited and registered in India in 1943 under the Indian Companies Act, 1913. The Company’s name was changed to "IBP Co. Limited" vide a fresh certificate of incorporation issued by the Assistant Registrar of Companies, West Bengal, on March 15, 1983. The Registered Office of the Company is : IBP House, 34A, Nirmal Chandra Street, Kolkata – 700 013. The contact details of the Company are: tel no: +91-33-2236 2374; fax no: +91-33- 2221 5930; e-mail: [email protected]; website: www.ibpoil.com. SEBI DISCLAIMER The shares offered under this sale offer being already listed on the Stock Exchanges, the SEBI guidelines for public issues/offers are not applicable to this sale offer by the Selling Shareholder. The Selling Shareholder has on its own volition decided to follow the process that is substantially similar to the process specified in the SEBI guidelines. However this document does not constitute an offer document or prospectus in terms of the SEBI guidelines. This is not a document issued by or on behalf of the Company. The document has been voluntarily forwarded by the Selling Shareholder to SEBI for seeking its guidance/suggestions and the Selling Shareholder has on its own volition also decided on the terms of the offer, price band, allocation pattern etc. SEBI’s guidance to the Selling Shareholder should not in any way be construed or deemed that the Sale Document has been cleared or approved by SEBI. SEBI does not take any responsibility either for the financial soundness of any scheme or the projects or for the correctness of the statements made or opinions expressed in the sale document. The Company has confirmed that the requirements under the listing agreement have been complied with. GENERAL RISKS Investments in equity and equity-related securities involve a degree of risk and investors should not invest any funds in this Offer 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 Offer. The Equity Shares of IBP Co. Limited are already quoted on the Stock Exchanges. The floor price and final pricing decided by the Selling Shareholder may be different from the prices quoted on the Stock Exchanges. For taking an investment decision, investors must rely on their own examination of the Company and the Offer including the risks involved. The Equity Shares offered in the Offer have not been recommended or approved by SEBI, nor does SEBI guarantee the accuracy or adequacy of this Final Sale Document. Specific attention of the investors is invited to the summarised and detailed statements in "Risk Factors as Perceived by the Company" beginning on page 13. COMPANY’S ABSOLUTE RESPONSIBILITY IBP Co. Limited, having made all reasonable inquiries, accepts responsibility for and confirms that this Final Sale Document contains all information with regard to IBP Co. Limited, which is material in the context of the Offer, that the information contained in this Final Sale Document 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 of which makes this Final Sale Document as a whole or any of such information or the expression of any such opinions or intentions misleading in any material respect. The Company has made disclosures from time to time in compliance with the terms of the listing agreements with the Stock Exchanges. SELLING SHAREHOLDER’S ABSOLUTE RESPONSIBILITY It is the Selling Shareholder’s absolute responsibility to provide and disseminate information about the terms of the Offer, in the Final Sale Document and during the offer process. FILING In relation to this Offer, the Ministry of Disinvestment has endorsed letters to the BRLMs vide which the Department of Company Affairs, Ministry of Finance, Government of India has noted, in the case of a similar transaction of offer for sale of shares in a listed company by Government, that SEBI has informed that the offer document is to be called a "Preliminary Sale Document" and accordingly, therefore, the Ministry of Disinvestment may file the same with the RoC, along with the requisite fee so that it can be placed on record for public inspection. Accordingly, therefore a copy of the Preliminary Sale Document has been filed with the RoC. A copy of this Final Sale Document has been filed with the RoC for public inspection. See “Filing” on page 29. BOOK RUNNING LEAD MANAGERS REGISTRAR TO THE OFFER kotak Securities Investment Banking MCS Limited ICICI Securities Limited Kotak Mahindra Capital Company Ltd. Unit - IBP Co. Limited Offer 41/44, Minoo Desai Marg, Colaba, Mumbai - 400 005 Bakhtawar, 3rd Floor, 229, Nariman Point 'Sri Padmavathi Bhavan' Plot No. 93, Road No. 16 Tel. : +91-22-2288 2460 Mumbai - 400 021, Tel. : +91 22 5634 1100 M.I.D.C Area, Andheri (East), Mumbai - 400 093 Fax .: +91-22-2283 7045 Fax. : +91 22 2284 0492 Tel. : +91 22 2820 1785, Fax. : +91 22 2820 1783 Email: [email protected] Email: [email protected] Email: [email protected] OFFER PROGRAM BID/OFFER OPENED ON : FEBRUARY 23, 2004 BID/OFFER CLOSED ON : MARCH 1, 2004 1 Table of Contents SECTION I - GENERAL ....................................................................................................................................................... 3 DEFINITIONS AND ABBREVIATIONS .............................................................................................................................. 3 FORWARD-LOOKING STATEMENTS ............................................................................................................................ 10 CERTAIN CONVENTIONS: USE OF MARKET DATA .................................................................................................... 11 SUMMARY OF THE OFFER FOR SALE BY THE SELLING SHAREHOLDER.............................................................. 12 RISK FACTORS AS PERCEIVED BY THE COMPANY .................................................................................................. 13 SUMMARY INFORMATION ON THE COMPANY ........................................................................................................... 23 SUMMARY UNCONSOLIDATED FINANCIAL DATA OF THE COMPANY ..................................................................... 25 SECTION II - OFFER FOR SALE BY THE SELLING SHAREHOLDER ........................................................................... 26 GENERAL INFORMATION RELATING TO THE OFFER................................................................................................ 26 OBJECT OF THE OFFER ............................................................................................................................................... 39 TERMS OF THE OFFER................................................................................................................................................
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