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Bluplast Industries Limited Draft Red Herring Prospectus December 19, 2011 Please read Section 60B of the Companies Act, 1956 Book Building Issue (The Draft Red Herring Prospectus will be updated upon RoC filing) BLUPLAST INDUSTRIES LIMITED Our Company was incorporated as ‘Thermoplast Industries Private Limited’ under the Companies Act, pursuant to a Certificate of Incorporation dated Jauuary 14, 1999 issued by the Assistant Registrar of Companies, Maharashtra at Mumbai. The name of our Company was further changed to Bluplast Industries Private Limited vide fresh certificate of incorporation dated March 11, 2005 issued by Registrar of Companies, Maharashtra. Subsequently our Company was converted into a Public Limited Company on July 14, 2005 and the name was changed to Bluplast Industries Limited. Our corporate identification number is U25200MH1999PLC117874. For further details of our Company, please refer to the chapters titled‘ General Information’ and ‘History and Certain Corporate Matters’ beginning on pages 37 and 104 respectively, of the Draft Red Herring Prospectus Registered Office: 113/114, Vivek Industrial Estate, Uswala Road, Cama Estate, Goregaon (East), Mumbai – 400 063. Tel No: +91 22 4099 1234; Fax No: +91 22 2685 1151 Contact Person: Mr. Martin Godinho, Manager – Accounts & Compliance Officer; Email: [email protected]; Website: www.bluplast.com PROMOTERS: MR. KAMLESH L. JAIN, MR. INDERMAL P. JAIN, MRS. REKHA K. JAIN, MRS. NAYANA I. JAIN PUBLIC ISSUE OF [●] EQUITY SHARES OF FACE VALUE ` 10 EACH OF BLUPLAST INDUSTRIES LIMITED (“COMPANY” OR “ISSUER”) FOR CASH AT A PRICE OF ` [●] PER EQUITY SHARE (INCLUDING A SHARE PREMIUM OF ` [●] PER EQUITY SHARE) AGGREGATING UPTO ` 6,000 LACS (THE “ISSUE”). THE ISSUE WILL CONSTITUTE [●]% OF THE FULLY DILUTED POST ISSUE PAID-UP EQUITY SHARE CAPITAL OF THE COMPANY. THE FACE VALUE OF THE EQUITY SHARES IS ` 10 EACH. THE PRICE BAND AND THE MINIMUM BID LOT WILL BE DECIDED BY THE COMPANY IN CONSULTATION WITH THE BOOK RUNNING LEAD MANAGER AND ADVERTISED AT LEAST TWO WORKING DAYS PRIOR TO THE BID/ISSUE OPENING DATE. In case of any revision in the Price Band, the Bid / Issue Period shall be extended for at least three additional Working Days after such revision of the Price Band, subject to the total Bidding Period not exceeding 10 Working Days. Any revision in the Price Band, and the revised Bidding Period, if applicable, shall be widely disseminated by notification to the Self Certified Syndicate Banks (“SCSBs”), The National Stock Exchange of India Limited (“NSE”) and the Bombay Stock Exchange Limited (“BSE”), by issuing a press release and also by indicating the change on the website of the Book Running Lead Manager (“BRLM”) and at the terminals of the other members of the Syndicate. This being an Issue for Equity Shares representing more than 25% of the post-Issue equity share capital of the Company, Equity Shares will be offered to the public for subscription in accordance with Rule 19(2)(b)(i) of the Securities Contracts (Regulation) Rules, 1957, as amended (“SCRR”), and the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2009, as amended (“SEBI ICDR Regulations”). The Issue is being made pursuant to Regulation 26(1) of the SEBI ICDR Regulations through the 100% Book Building Process wherein not more than 50% of the Issue shall be allocated on a proportionate basis to Qualified Institutional Buyers (“QIBs”) (“QIB Portion”). 5% of the QIB 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, including Mutual Funds, subject to valid Bids being received at or above the Issue Price. Further, not less than 15% of the Issue shall be available for allocation on a proportionate basis to Non-Institutional Bidders and not less than 35% of the Issue shall be available for allocation on a proportionate basis to Retail Individual Bidders subject to valid Bids being received at or above the Issue Price. All non-retail Bidders, shall participate in this Issue through the Application Supported by Blocked Amount (“ASBA”) process. Retail Bidders participating in this Issue may also utilize the ASBA process to submit their Bids. For details, please refer to the chapter titled ‘Issue Procedure’ beginning on page 185 of the Draft Red Herring Prospectus. RISKS IN RELATION TO FIRST ISSUE This being the first public issue of the Issuer, there has been no formal market for our Equity Shares. The face value of the Equity Shares of our Company is ` 10. The Floor Price is [●] times of the face value and the Cap Price is [●] times of the face value. The Issue Price (as determined by our Company in consultation with the BRLM, on the basis of the assessment of market demand for the Equity Shares by way of the Book Building Process and as stated in the chapter titled ‘Basis for the Issue Price’ beginning on page 70 the Draft Red Herring 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 Issuer and this Issue, including the risks involved. The Equity Shares 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 the Draft Red Herring Prospectus. Specific attention of the investors is invited to the section titled ‘Risk Factors’ beginning on page 15 of the Draft Red Herring Prospectus. IPO GRADING The Issue has been graded by [●], as [●] indicating [●]. The IPO grading is assigned on a scale of 1 to 5, with ‘IPO Grade 5’ indicating strong fundamentals and ‘IPO Grade 1’ indicating poor fundamentals. The Issue has not been graded by any other rating agency. For details regarding the grading of the Issue, please refer to the chapter titled ‘General Information’ beginning on page 37 of the Draft Red Herring Prospectus. ISSUER’S ABSOLUTE RESPONSIBILITY The Issuer, having made all reasonable inquiries, accepts responsibility for and confirms that the Draft Red Herring Prospectus contains all information with regard to the Issuer and this Issue, which is material in the context of this Issue, that the information contained in the Draft Red Herring 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 the Draft Red Herring 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 offered through the Red Herring Prospectus are proposed to be listed on the BSE and the NSE. The Company has received in-principle approval from the BSE pursuant to letter dated [●] and from the NSE pursuant to letter dated [●] for the listing of our Equity Shares. BSE shall be the Designated Stock Exchange for this Issue. BOOK RUNNING LEAD MANAGER REGISTAR TO THE ISSUE Unicon Capital Services Private Limited Bigshare Services Private Limited 3rd Floor, ‘A’ wing, Vilco Center E-2, Ansa Industrial Estate 8, Subhash Road, Vile Parle (East) Sakivihar Road, Saki Naka Mumbai – 400 057. Andheri (East) Tel No: +91 22 3390 1234 Mumbai – 400 072. Fax No: +91 22 3390 1547 Tel No: +91 22 4043 0200 Website: www.uniconindia.in Fax No: +91 22 2847 5207 Email: [email protected] Website: www.bigshareonline.com Investor Grievance ID: [email protected] Email: [email protected] Contact Person: Mr. Pritam Pandya/ Mr. Ganesh Hadvale Contact Person: Mr. Ashok Shetty SEBI Registration No: INM000011609 SEBI Registration No: INR000001385 BID / ISSUE PROGRAMME FOR ALL BIDDERS BID / ISSUE OPENS ON [●] FOR QIBS* BID / ISSUE CLOSES ON [●] FOR NON- INSTITUTIONAL AND RETAIL BIDDERS BID / ISSUE CLOSES ON [●] * Our Company may consider closing the Bidding by QIBs one day prior to the Bid / Issue Closing Date subject to the Bid / Issue Period being for a minimum of three Working days Bluplast Industries Limited - Draft Red Herring Prospectus INDEX SECTION I – GENERAL ..................................................................................................................................................... 3 DEFINITIONS AND ABBREVIATIONS ....................................................................................................................... 3 PRESENTATION OF FINANCIAL, INDUSTRY AND MARKET DATA ................................................................. 12 FORWARD LOOKING STATEMENTS ...................................................................................................................... 13 SECTION II - RISK FACTORS ........................................................................................................................................ 15 SECTION III – INTRODUCTION ...................................................................................................................................
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