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JET AIRWAYS (INDIA) LIMITED (The Company Was Incorporated on April 1, 1992, As a Private Limited Company Under the Companies Act, 1956

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JET AIRWAYS (INDIA) LIMITED (The Company Was Incorporated on April 1, 1992, As a Private Limited Company Under the Companies Act, 1956 C M K PROSPECTUS Dated : February 28, 2005 Please read Section 60B of the Companies Act, 1956 100% Book Built Offer JET AIRWAYS (INDIA) LIMITED (The Company was incorporated on April 1, 1992, as a private limited company under the Companies Act, 1956. The Company became a deemed public limited company on July 1, 1996 and was converted into a private limited company on January 19, 2001. The Company became a public limited company on December 28, 2004.) (For changes in our registered office, see “History and Certain Corporate Matters” on page 61 of this Prospectus.) Registered Office: SM Centre, Andheri Kurla Road, Andheri (East), Mumbai 400 059, India Tel: 91 22 2850 5080; Fax: 91 22 2856 0622; Email: [email protected]; Website: www.jetairways.com Public offer of 17,266,801 Equity Shares of Rs.10 each for cash at a price of Rs. 1100 per Equity Share, aggregating Rs. 18,993 million, comprising a Fresh Issue of 14,245,111 Equity Shares by Jet Airways (India) Limited (“Jet Airways” or the “Company” or the “Issuer”) and an Offer for Sale of 3,021,690 Equity Shares by Tail Winds Limited (“Tail Winds” or the “Selling Shareholder”). The Fresh Issue and the Offer for Sale are jointly referred to herein as the “Offer”. 1,200,000 Equity Shares will be reserved in the Offer for subscription by Employees at the Offer Price (the “Employee Reservation Portion”, and the Offer of Equity Shares other than the Employee Reservation Portion, the “Net Offer”). The face value of the Equity Shares is Rs.10 and the Offer Price is 110 times of the face value. The Offer will constitute 20% of the fully diluted post Offer paid-up equity capital of the Company. OFFER PRICE OF Rs. 1100 PER EQUITY SHARE OF FACE VALUE Rs. 10 EACH. The Offer is being made through the 100% Book Building Process wherein at least 60% of the Net Offer shall be offered on a discretionary basis to Qualified Institutional Buyers (“QIBs”). If at least 60% of the Net Offer cannot be allocated to QIBs, then the entire application money will be refunded forthwith. Further, up to 15% of the Net Offer shall be available for allocation on a proportionate basis to Non-Institutional Bidders and up to 25% of the Net Offer shall be available for allocation on a proportionate basis to Retail Individual Bidders, subject to valid Bids being received at or above the Offer Price. Further, 1,200,000 Equity Shares shall be available for allocation on a proportionate basis to the Employees, subject to valid Bids being received at or above the Offer Price. RISKS IN RELATION TO FIRST OFFER This being the first issue of Equity Shares of the Company, there has been no formal market for the Equity Shares of the Company. The face value of the Equity Shares is Rs.10 per Equity Share and the Offer Price is 110 times of the face value. The Offer Price (as determined by the Company, in consultation with the Book Running Lead Managers, on the basis of assessment of market demand for the Equity Shares offered by way of book building) should not be taken to be indicative of the market price of the Equity Shares after the Equity Shares are listed. No assurance can be given regarding an active and/or sustained trading in the Equity Shares of the Company 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 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. 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 the Securities and Exchange Board of India (“SEBI”), nor does SEBI guarantee the accuracy or adequacy of the contents of this Prospectus. Specific attention of the investors is invited to the summarized and detailed statements in Risk Factors beginning on page xiv of this Prospectus. COMPANY’S ABSOLUTE RESPONSIBILITY Jet Airways, having made all reasonable inquiries, accepts responsibility for and confirms that this Prospectus contains all information with regard to Jet Airways and the Offer, which is material in the context of the Offer, that the information contained in this 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 of which makes this 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 offered through this Prospectus are proposed to be listed on the National Stock Exchange of India Limited (“NSE”) and The Stock Exchange, Mumbai (“BSE”). We have received in-principle approvals from these Stock Exchanges for the listing of our Equity Shares pursuant to letters dated January 20, 2005 and January 20, 2005, respectively. For purposes of the Offer, the Designated Stock Exchange is NSE. BOOK RUNNING LEAD MANAGERS (“BRLMs”) Investment Deutsche Bank Bank Deutsche Equities HSBC Securities UBS Securities Citigroup Global DSP Merrill Lynch Kotak Mahindra India Private and Capital Markets India Private Markets India Limited Capital Company Limited (India) Private Limited Private Limited Mafatlal Centre, Limited DB House Limited 2nd Floor, 4th Floor, Bakhtawar 10th Floor, 3rd Floor, Bakhtawar Hazarimal Somani Marg 52/60, Mahatma Hoechst House 229 Nariman Point Nariman Point 229 Nariman Point Fort, Gandhi Road, Fort, Nariman Point Mumbai 400 021 Mumbai 400 021 Mumbai 400 021 Mumbai 400 001 Mumbai 400 001 Mumbai 400 021 Tel : 91 22 5631 9982 Tel : 91 22 2265 1702 Tel : 91 22 5634 1100 Tel : 91 22 5658 4600 Tel : 91 22 2267 4921 Tel : 91 22 2286 2000 Fax : 91 22 5631 9803 Fax : 91 22 2262 1187 Fax: 91 22 2282 6632 Fax: 91 22 2200 6765 Fax: 91 22 2263 1984 Fax : 91 22 2281 4676 Email: Email:[email protected] Email:[email protected] Email: [email protected] Email:[email protected] Email:[email protected] [email protected] REGISTRAR TO THE OFFER OFFER PROGRAM Karvy Computershare Private Limited Unit: Jet BID/OFFER OPENED ON : FEBRUARY 18, 2005 Karvy House, 46, Avenue 4, Street No.1 Banjara Hills, Hyderabad 500 034 BID/OFFER CLOSED ON : FEBRUARY 24, 2005 Tel.: 91 40 2331 2454 Fax: 91 40 2331 1968/2343 1551 Email: [email protected] C M K TABLE OF CONTENTS PAGE DEFINITIONS AND ABBREVIATIONS .............................................................................................................................. i GLOSSARY OF CERTAIN INDUSTRY, TECHNICAL AND FINANCIAL TERMS ........................................................ viii CERTAIN CONVENTIONS; FINANCIAL AND MARKET DATA ................................................................................... xi FORWARD-LOOKING STATEMENTS ................................................................................................................................ xii CURRENCY OF PRESENTATION ........................................................................................................................................ xiii RISK FACTORS ....................................................................................................................................................................... xiv SUMMARY .............................................................................................................................................................................. 1 THE OFFER ............................................................................................................................................................................. 5 SUMMARY FINANCIAL INFORMATION ........................................................................................................................ 6 RECENT DEVELOPMENTS .................................................................................................................................................. 10 GENERAL INFORMATION .................................................................................................................................................. 12 CAPITAL STRUCTURE ......................................................................................................................................................... 27 OBJECTS OF THE OFFER ..................................................................................................................................................... 33 INDUSTRY ............................................................................................................................................................................... 36 BUSINESS ................................................................................................................................................................................. 41 HISTORY AND CERTAIN CORPORATE MATTERS ........................................................................................................ 61 SELECTED FINANCIAL INFORMATION .......................................................................................................................... 63 MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS ....................................................................................
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