Basis of Allotment

THIS IS ONLY AN ADVERTISEMENT FOR INFORMATION PURPOSES AND IS NOT A PROSPECTUS ANNOUNCEMENT. THIS DOES NOT CONSTITUTE AN INVITATION OR ISSUE TO ACQUIRE, PURCHASE OR SUBSCRIBE TO SECURITIES. THIS PUBLIC ANNOUNCEMENT IS NOT INTENDED FOR RELEASE, PUBLICATION OR DISTRIBUTION DIRECTLY OR INDIRECTLY OUTSIDE INDIA

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THREE M PAPER BOARDS LIMITED
Corporate Identity Number: U22219MH1989PLC052740

Our Company was incorporated as Three-M-Paper Manufacturing Company Private Limited" at Mumbai as a private limited company under the Companies Act, 1956, pursuant to a certificate of incorporation dated July 26,1989, issued by the RoC. Pursuant to conversion of the company from private to public, under section 43A( 1 A) of the Companies Act 1956. the name of our Company was changed from 'Three-M-Paper Manufacturing Company Private Limited* to 'Three-M-Paper Manufacturing Company Limited" by deleting the word Private, and a fresh certificate of incorporation consequent to change of name was issued on July 01,1998. Pursuant to reconversion of the company from public to private, the name of our Company was changed from ‘Three-M-Paper Manufacturing Company Limited' to ‘Three-M-Paper Manufacturing Company Private Limited" and a fresh certificate of incorporation consequent to change of name was issued on October 05.1999. Subsequently, the name of our Company was changed from 'Three-M-Paper Manufacturing Company Private Limited* to ‘Three M Paper Boards Private Limited" and a fresh certificate of incorporation issued by RoC recording the change in name was issued on January 11,2024. Subsequently, our Company was converted to a public limited company and the name of our Company changed to ‘Three M Paper Boards Limited' and a fresh certificate of incorporation dated January 29,2024 was issued by the RoC. The CIN of our Company is U22219MH1989PLC052740. For further details, please refer to chapter titles "History and certain corporate matters" beginning on page 156 of the Red Herring Prospectus.

Registered Office: A33 & 34. Boor-2, Royal Industrial Estate, Wadala, Mumbai - 400031, Maharashtra, India. Website: www.threempaper.com; E-Mail: compliance@threempaper.com; Tel. No: +91 22-6812 5757; Company Secretary and Compliance Officer: Ms. Sneha Parth Shah
PROMOTER OF OUR COMPANY: MR. HITENDRA DHANJI SHAH, MRS. PRAFULLA HITENDRA SHAH & MR. RUSHABH HITENDRA SHAH
BASIS OF ALLOTMENT

INITIAL PUBLIC OFFER OF UPTO 57,72,000 EQUITY SHARES OF FACE VALUE OF RS. 10/- EACH ("EQUITY SHARES") OF THREE M PAPER BOARDS LIMITED ("OUR COMPANY" OR "THE ISSUER") AT AN ISSUE PRICE OF RS. [•] PER EQUITY SHARE (INCLUDING A SHARE PREMIUM OF [•] PER EQUITY SHARE) FOR CASH, AGGREGATING UP TO RS. [•] LAKHS ("PUBLIC ISSUE") OUT OF WHICH 2,90,000 EQUITY SHARES OF FACE VALUE OF RS. 10 EACH, AT AN ISSUE PRICE OF RS. [•] PER EQUITY SHARE FOR CASH, AGGREGATING RS. [•] LAKHS WILL BE RESERVED FOR SUBSCRIPTION BY THE MARKET MAKER TO THE ISSUE (THE "MARKET MAKER RESERVATION PORTION"). THE PUBLIC ISSUE LESS MARKET MAKER RESERVATION PORTION I.E. ISSUE OF 54,82,000 EQUITY SHARES OF FACE VALUE OF RS. 10 EACH, AT AN ISSUE PRICE OF RS. [•] PER EQUITY SHARE FOR CASH, AGGREGATING UPTO RS.[•] LAKHS IS HEREINAFTER REFERRED TO AS THE "NET ISSUE". THE PUBLIC ISSUE AND NET ISSUE WILL CONSTITUTE 30.00% AND 28.50% RESPECTIVELY OF THE POST-ISSUE PAID-UP EQUITY SHARE CAPITAL OF OUR COMPANY.

THE ISSUE IS BEING MADE IN ACCORDANCE WITH CHAPTER IX OF THE SEBIICDR REGULATIONS (IPO OF SMALL AND MEDIUM ENTERPRISES) AND THE EQUITY SHARES ARE PROPOSED TO BE LISTED ON SME PLATFORM OF BSE LIMITED

For further details, please refer section "Term of the Issue" beginning on Page 266 of the Red Herring Prospectus

A copy of the Red Herring Prospectus is filed with Registrar of Companies as required under Section 26(4) of the Companies Act, 2013

• QIB Portion: Not More than 50% of the Net Issue • Retail Portion: Not Less than 35% of the Net Issue
• Non-lnstitutional Portion: Not Less than 15% of the Net Issue • Market Maker Portion: Not less than 5% of the Issue
PRICE BAND: Rs. 67/- TO 69/- PER EQUITY SHARE OF FACE VALUE Rs. 10/- EACH
The Floor Price is 6.7 times of the Face Value and the Cap Price is 6.9 times of the Face Value.

BID/ ISSUE PROGRAMME

Anchor Bidding Date Thursday, July 11,2024
Issue Opens on Friday, July 12, 2024
Issue Closes on Tuesday, July 16, 2024
Finalisation of basis of allotment with the Designated Stock Exchange/ Allotment of Securities Thursday, July 18,2024
Initiation of Unblocking of Funds/ refunds Friday, July 19, 2024
Credit of Equity shares to demat accounts of allottees Friday, July 19,2024
Commencement of trading of the Equity Shares on BSE Monday, July 22,2024

RISKS TO INVESTORS:

(I) There are outstanding legal proceedings involving our Company, Promoters and Directors. Any adverse decision in such proceeding may have a material adverse effect on our business, results of operations and financial condition.

(ii) There have been some instances of non-filing / delays / incorrect filings in the past with certain statutory authorities. If the authorities impose monetary penalties on us or take certain punitive actions against our Company in relation to the same, our business, financial condition and results of operations could be adversely be affected.

(iii) Our historical revenues have been significantly dependent on few customers. The loss of one or more of our significant customers or significant reduction in production and sales or demand for our product from our significant customers may adversely affect our business, financial condition, result of operations and cash flows.

(iv) The Company is yet to place orders for 86% of its plant machinery for our proposed object, as specified in the Objects of the Issue. Any delay in placing orders, procurement of plant machinery may delay our implementation schedule and may also lead to increase in price of these plant machinery, further affecting our revenue and profitability.

(v) We generate our major portion of sales from our operations in certain geographical regions especially Maharashtra, Karnataka, Goa and Delhi and internationally also. For the year ended March 31,2024 and March 31,2023 our Company generated 87.53% and 82.04% from Domestic Sales and 12.47% and 17.96% from International Sales respectively of our revenue from operation cumulatively. Any adverse developments affecting our operations in these regions could have an adverse impact on our revenue and results of operations.

For more information on Risks to Investors please refer page no. 25 of the RHP.

In terms of Rule 19(2)(b}{l) of the Securities Contracts (Regulation) Rules, 1957, as amended (the "SCRR") the Offer has been made for at least 25% of the post-offer paid-up Equity Share capital of our Company. The Offer is being made through the Book Building Process, in compliance with Chapter IX of the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018, as amended the ("SEBIICDR Regulations") and allocation in the net offer to the public will be made in terms of regulation 253 of the SEBI (ICDR) Regulations, as amended. All bidders, shall only participate in the offer through the Application Supported by Blocked Amount ("ASBA") process by providing details of their respective bank account (including UPI ID for RIIs using UPI Mechanism) (UPI ID, Rlls and UPI Mechanism are defined hereinafter) wherein the Bid Amounts will be blocked by the SCSBs or under the UPI Mechanism, as the case may be. to the extent of respective Bid Amounts. For details, see Issue Procedure' on page 278 of the RHP The bidding for Anchor Investor opened and closed on (•).

The Offer (excluding Anchor Investors Portion) received (•) applications for (•) Equity Shares (before technical rejections) resulting in (•) times subscription (including reserved portion of Market Maker) as disclosed in the Prospectus. The details of the applications received in the Offer from various categories are as under (before technical rejections):

Details of Application Received:

SI no Category No of Applications No. of Equity Shares applied Shares Reserved as per Prospectus No. of times Subscribed Amount (Rs.)
A Retail Individual Investors 169571 339142000 1920000 58.64 132480000
B Non-lnstitutional Investors 14918 236282000 824000 40.94 56856000
C Market Maker 1 290000 290000 1 20010000
D Qualified Institutional Buyers (excluding Anchors Investors) 38 88882000 1096000 15.40 75624000
E Anchor Investors 7 2320000 1642000 1.41 113298000
Total 184535 666916000 5772000 398268000

Final Demand

Asummary of the final demand as per BSE Limited as on the Bid' Issue Closing Date at different Bid prices is as under:

Sr. No Bid Price No. of Equity Shares % to Total Cumulative Total Cumulative % of Total
1 67.00 712000 0.0939 758440000 0.0939
2 68.00 548000 0.0723 757728000 0.0723
3 69.00 538496000 71.0005 757180000 71.0005
4 CUTOFF 218684000 28.8334 757180000 28.8334
TOTAL 758440000

The Basis of Allotment was finalized in consultation with the Designated Stock Exchange, being BSE Limited on May18,2024.

A. Allotment to Retail Individual Investors (After Technical Rejections)

The Basis of Allotment to the Retail Individual Investors, who have bid at cut-off or at the Offer Price of Rs.69 per Equity, was finalized in consultation with BSE This category has been subscribed to the extent of 58 64 times. The total number of Equity Shares Allotted in Retail Individual Investors category is 1920000 Equity Shares to 960 successful applicants. The category-wise details of the Basis of Allotment are as under (Sample basis):

No. of Shares Applied for (Category wise) No. of Applications Received % of Total Total No. of Equity Shares applied % to Total No. of Equity Shares Allotted per Applicant Ratio Total No. of Shares Allotted Surplus/ Deficit
2000 167359 100.00 334718000 100.00 1600 6:1046 1920000 0
TOTAL 167359 100.00 334718000 100.00 1920000 0

B. Allotment to Non-lnstitutional Investors (After Technical Rejections)

The Basis of Allotment to the Non-lnstitutional Investors, who have bid at cut-off or at the Offer Price of 769 per Equity, was finalized in consultation with BSE This category has been subscribed to the extent of 40.94 times. The total number of Equity Shares Allotted in Non-lnstitutional Investors category is 824000 Equity Shares to 382 successful applicants. The category-wise details of the Basis of Allotment are as under (Sample basis):

No. of Shares Applied for (Category wise) No. of Applications Received % of Total Total No. of Equity Shares applied % to Total No. of Equity Shares Allotted per Applicant Ratio of Allottees to Applications Total No. of Shares Allotted Surplus/ Deficit
4000 8302 56.21 33208000 14.16 2000 58:8302 116000 -640
6000 1511 10.23 9066000 3.86 2000 16:1511 32000 156
8000 669 4.53 5352000 2.28 2000 3:223 18000 -798
10000 598 4.05 5980000 2.55 2000 10:598 20000 -1004
12000 338 2.29 4056000 1.73 2000 7:338 14000 -246
14000 494 3.34 6916000 2.95 2000 6:247 24000 -292
16000 1053 7.13 16848000 7.18 2000 10:351 60000 823
18000 199 1.35 3582000 1.53 2000 6:199 12000 -581
20000 344 2.33 6880000 2.93 2000 3:86 24000 -165
22000 97 0.66 2134000 0.91 2000 4:97 8000 504
24000 77 0.52 1848000 0.79 2000 3:77 6000 -491

C. Allotment to QIBs (excluding Anchors Investors) (After Technical Rejections)

Allotment to QIBs, who have bid at the Offer Price of 769 per Equity, was finalized in consultation with BSE. This category has been subscribed to the extent of 15.40 times. The total number of Equity Shares Allotted in Non-lnstitutional Investors category is 1096000 Equity Shares to 36 successful applicants. The category-wise details of the Basis of Allotment are as under:

Category FI'S/BANK'S MF'S IC'S NBFC'S AIF FPC VC'S Total
QIB 144000 - 24000 400000 204000 324000 - 1096000

D. Allotment to Anchor Investors) (After Technical Rejections)

The Company in consultation with the BRIM, have allocated 1642000 Equity Shares to 7 Anchor Investors (through 7 Anchor Investor Application Forms) (including (•) domestic Mutual Funds through (•) schemes) at an Anchor Investor Offer Price at Rs. 69 per Equity Share in accordance with SEBIICDR Regulations. This represents 60% of the QIB portion.

Category FI'S/BANK'S MF'S IC'S NBFC'S AIF FPC VC'S Total
Anchor 532000 870000 240000 1642000

The Board of Directors of our Company at its meeting held on July 18, 2024 has taken on record the basts of allotment of Equity Shares approved by the Designated Stock Exchange, being BSE and has allotted the Equity Shares to various successful applicants. The Allotment Advice Cum Refund Intimation and/or notices have been dispatched to the address of the investors as registered with the depositories. Further, instructions to the SCSBs have been issued for unblocking of funds and transfer to the Public Offer Account on July 19, 2024 and the payments to non-syndicate brokers have been issued on May 19, 2024. In case the same is not received within ten days, investors may contact the Registrar to the Offer at the address given below. The Equity Shares allotted to the successful allottees have been uploaded on July 19,2024 for credit into the respective beneficiary accounts subject to validation of the account details with the depositories concerned. The Company has filed the Listing application with BSE on [•]. The Company has received the listing and trading approval from BSE. and trading will commence on July [•], 2024.

Note: All capitalized terms used and not defined herein shall have the respective meanings assigned to them in the Prospectus.

INVESTORS PLEASE NOTE

These details of the Allotment made shall be hosted on the website of Registrar to the Issue Bigshare Services Private limited at www.bigshareonline.com.

All future correspondence in this regard may kindly be addressed to the Registrar to the Issue quoting full name of the First/ Sole applicant, Serial number of the Bid cum Application form number, Bidders DP ID. Client ID, PAN, date of submission of Bid cum Application Form, address of the Bidder, number of Equity Shares bid for, name of the Member of the Syndicate, place where the bid was submitted and payment details at the address given below:

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Bigshare Services Private Limited
SEBI Registration Number: INR000001385
Address: S6-2,6th Floor. Pinnacle Business Park, Andheri (East), Mumbai - 400093. Maharashtra, India; Telephone Number: 022 6263 8200
Email Id: ipo@bigshareonline.com: Investors Grievance Id: investor@bigshareonline.com : Website: www.bigshareonline.com
Contact Person: Mr. Babu Rapheal C: CIN: U99999MH1994PTC076534

 

FOR Three M Paper Boards Limited

Sd/-

Rushabh Hitendra Shah

Date: July 19, 2024

Managing Director

Place: Mumbai

DIN: 01874177

THE LEVEL OF SUBSCRIPTION SHOULD NOT BE TAKEN TO BE INDICATIVE OF EITHER THE MARKET PRICE OF THE EQUITY SHARES ON LISTING OR THE BUSINESS PROSPECTS OF THREE M PAPER BOARDS LIMITED.

Disclaimer: Three M Paper Boards Limited has filed a Red Herring Prospectus dated July XX, 2024 with the ROC. The Red Herring Prospectus shall be made available on the website of the SEBI at www.sebi.gov.in as well as on the website of the BRLM i.e.. Comfort Securities Limited at www.comfortsecurities.co.in. the website of the BSE at www.bseindia.com. Any potential investor should note that investment in equity shares involves a high degree of risk and for details relating to such risks, see 'Risk Factors' beginning on page 26 of the Red Herring Prospectus.

The Equity Shares offered in the Offer have not been and will not be registered under the U .S. Securities Act of 1933, as amended (the "Securities Act") or any state securities laws in the United States and may not be offered or sold within the United States or to, or for the account or benefit of„U.S. persons" (as defined in Regulation S of the Securities Act), except pursuant to an exemption from, or in a transaction not subject to. the registration requirements of the Securities Act. Accordingly, the Equity Shares will be offered and sold (i) within the United States only to persons "reasonably believed to be 'Qualified Institutional Buyers' (as defined in Rule 144A of the Securities Act) under Section 4(a) of the Securities Act and (ii) outside the United States in offshore transaction in reliance on Regulation S under the Securities Act and the applicable laws of the jurisdiction where those offer and sales occur.

The Equity Shares have not been and will not be registered. listed or otherwise qualified in any other jurisdiction outside India and may not be offered or sold, and Application may not be made by persons in any such jurisdiction, except in compliance with the applicable laws of such jurisdiction.

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