Northern Arc Capital IPO to open on Monday, September 16, 2024

• Price band fixed at ₹249 to ₹263 per Equity Share of face value of ₹10 each (“Equity Share”)
• Bid Offer will open on Monday, September 16, 2024 and close on Thursday, September 19, 2024. The Anchor Investor Bid / Offer Period shall be Friday, September 13, 2024
• Bids can be made for a minimum of 57 Equity Shares and in multiples of 57 Equity Shares thereafter.
• RHP LINK: https://www.axiscapital.co.in/wp-content/uploads/Northern-Arc-Capital-Limited-RHP.pdf

Ahmedabad, September 12, 2024: Northern Arc Capital Limited (“Northern Arc” or “The Company”), shall open its Bid/Offer in relation to its initial public offer of Equity Shares on Monday, September 16, 2024.

The initial public offering comprises a fresh issue of Equity Shares aggregating up to ₹ 5000 million (the “Fresh Issue”) and an offer for sale of up to 10,532,320 Equity Shares by the Selling Shareholders (the “Offer for Sale” and together with the Fresh Issue, the “Offer”)

The price band for the Offer is at ₹249   to ₹263 per Equity Share. (“The Price Band”).

A discount of ₹24 per Equity Share is being offered to Eligible Employees bidding in the Employee Reservation Portion. Bids can be made for a minimum of 57 Equity Shares and in multiples of 57 Equity Shares thereafter. (“Bid Lot”).

The Company intends to utilize the Net Proceeds to meet its future capital requirements towards onward lending in its focused sectors, namely, MSME financing, MFI, consumer finance, vehicle finance, affordable housing finance and agricultural finance, and to ensure compliance with the RBI regulations on capital adequacy, for Financial Year 2025. (The “Objects of the offer”)

The Offer for Sale of up to 10,532,320 Equity Shares comprises up to 3,844,449 Equity Shares by LeapFrog Financial Inclusion India (II) Ltd, up to  1,263,965 Equity Shares by Accion Africa-Asia Investment Company,  up to 1,408,918 Equity Shares by 360 ONE Special Opportunities Fund (formerly known as IIFL Special Opportunities Fund),  up to 1,746,950 Equity Shares by Eight Roads Investments Mauritius II Limited (formerly known as FIL Capital Investments (Mauritius) II Limited),  up to 1,344,828 Equity Shares by Dvara Trust (represented by its corporate trustee, Dvara Holdings (formerly known as Dvara Holdings Private Limited and as Dvara Trusteeship Services Private Limited), up to 923,210 Equity Shares by Sumitomo Mitsui Banking Corporation.(“The Selling Shareholders” and such offer for sale of Equity Shares by the Selling Shareholders, the “Offer for Sale”).

The Equity Shares are being offered through the Red Herring Prospectus of the Company dated September 9, 2024 filed with the Registrar of Companies, Tamil Nadu at Chennai, India. (“ROC”)

The Equity Shares to be offered through the Red Herring Prospectus are proposed to be listed on the BSE Limited (“BSE”) and National Stock Exchange of India Limited (“NSE” and together with BSE, the “Stock Exchanges”). For the purposes of the Offer NSE is the Designated Stock Exchange. (“Listing Details”)

The Offer is being made through the Book Building Process, in terms of Rule 19(2)(b) of the (SCRR) read with Regulation 31 of the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018, as amended (the “SEBI ICDR Regulations”) and in compliance with Regulation 6(1) of the SEBI ICDR Regulations, wherein not more than 50% of the Net Offer shall be available for allocation on a proportionate basis to Qualified Institutional Buyers (“QIBs”, and such portion, the “QIB Portion”), provided that the Company may, in consultation with the BRLMs, allocate up to 60% of the QIB Portion to Anchor Investors on a discretionary basis, in accordance with the SEBI ICDR Regulations (the “Anchor Investor Portion”), of which one-third shall be reserved for domestic Mutual Funds, subject to valid Bids being received from domestic Mutual Funds at or above the Anchor Investor Allocation Price, in accordance with the SEBI ICDR Regulations. In the event of under-subscription or non-allocation in the Anchor Investor Portion, the balance Equity Shares shall be added to the remaining QIB Portion (“Net QIB Portion”).

Further, 5% of the Net QIB Portion shall be available for allocation on a proportionate basis only to Mutual Funds, and the remainder of the Net QIB Portion shall be available for allocation on a proportionate basis to all QIBs, including Mutual Funds, subject to valid Bids being received at or above the Offer Price. However, if the aggregate demand from the Mutual Funds is less than 5% of the Net QIB Portion, the balance Equity Shares available for allocation will be added to the remaining QIB Portion for proportionate allocation to QIBs.

Further, not less than 15% of the Net Offer shall be available for allocation on a proportionate basis to Non-Institutional Bidders in accordance with the SEBI ICDR Regulations, subject to valid Bids being received at or above the Offer Price, out of which (a) one-third of such portion shall be reserved for Bidders with application size of more than ₹200,000 and up to ₹1,000,000; and (b) two-thirds of such portion shall be reserved for Bidders with application size of more than ₹1,000,000, provided that the unsubscribed portion in either of such sub-categories may be allocated to Bidders in the other sub-category of Non-Institutional Bidders; and not less than 35% of the Net Offer shall be available for allocation to Retail Individual Bidders in accordance with the SEBI ICDR Regulations, subject to valid Bids being received at or above the Offer Price. Further, up to 590,874 Equity Shares aggregating up to ₹[●] million will be available for allocation on a proportionate basis to Eligible Employees, subject to valid Bids being received from them at or above the Offer Price.

All Bidders (except Anchor Investors) are mandatorily required to utilize the Application Supported by Blocked Amount (“ASBA”) process by providing details of their respective ASBA accounts and UPI ID in case of UPI Bidders using the UPI Mechanism, as applicable, pursuant to which their corresponding Bid Amount will be blocked by the Self Certified Syndicate Banks (“SCSBs”) or by the Sponsor Banks under the UPI Mechanism, as the case may be, to the extent of the respective Bid Amounts. Anchor Investors are not permitted to participate in the Offer through the ASBA process. For further details, see “Offer Procedure” beginning on page 546.

ICICI Securities Limited, Axis Capital Limited and Citigroup Global Markets India Private Limited are the Book Running Lead Managers to the offer (“BRLMs”).

All capitalized terms used herein but not defined shall have the same meaning as ascribed to them in the RHP.

Disclaimer: NORTHERN ARC CAPITAL LIMITED is proposing, subject to applicable statutory and regulatory requirements, receipt of requisite approvals, market conditions and other considerations, to make an initial public offering of its Equity Shares and has filed the Red Herring Prospectus dated September 9, 2024 (“RHP”) with Registrar of Companies, Tamil Nadu at Chennai. The RHP shall be available on the website of SEBI at www.sebi.gov.in, as well as on the websites of the Stock Exchanges i.e. BSE and NSE at www.bseindia.com and www.nseindia.com, respectively, on the website of the Company at www.northernarc.com and on the websites of the BRLMs, i.e. ICICI Securities Limited, Axis Capital Limited and Citigroup Global Markets India Private Limited at

www.icicisecurities.com, www.axiscapital.co.in and www.online.citibank.co.in/rhtm/citigroupglobalscreen1.htm, respectively.