THINKING HATS ENTERTAINMENT SOLUTIONS LIMITED
	CIN: U92490MH2013PLC352652

Thinking Hats Entertainment Solutions Limited (our "Company" or the "Issuer") was incorporated on February 11,2013 as Thinking Hats Entertainment Solutions Private Limited', a private limited company under the Companies Act, 1956, pursuant to a certificate of incorporation issued by the Registrar of Companies, National Capital Territory of Delhi and Haryana. For administrative convenience, pursuant to an order passed by the Regional Director, Northern Region, New Delhi on November 29, 2019, the registered office of our Company was shifted from Delhi to the state of Maharashtra. Further, our Company was converted into a public limited company pursuant to a resolution passed by our Board of Directors in their meeting held on August 18,2023, and by the Shareholders at an Extraordinary General Meeting held on August 19,2023 and consequently the name of our Company was changed to ‘Thinking Hats Entertainment Solutions Limited' and a fresh certificate of incorporation dated September 7,2 0 2 3 was issued by the Registrar of Companies, Maharashtra at Mumbai. For details of change in Registered Office of our Company, please refer to the chapter titled "History and Certain Corporate Matters" on page 137 of the Prospectus.

ISSUE WAS 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 EMERGE PLATFORM OF NATIONAL STOCK EXCHANGE OF INDIA LIMITED (NSE /SME NSE/ NSE EMERGE).

Our company has filed Prospectus dated September 30,2024 with Registrar of Companies, Maharashtra at Mumbai. The Equity shares are proposed to be listed on Emerge Platform of National Stock Exchange of India Limited (NSE /SME NSE /NSE EMERGE) and trading will commence on Thursday, October 3,2024.

INITIAL PUBLIC OFFER OF 34,29,000 EQUITY SHARES OF FACE VALUE OF Rs. 10/- EACH ("EQUITY SHARES") OF OUR COMPANY AT AN ISSUE PRICE OF Rs. 44 PER EQUITY SHARE (INCLUDING A SHARE PREMIUM OF Rs. 34 PER EQUITY SHARE) FOR CASH, AGGREGATING UP TO Rs. 1,508.76 LACS ("PUBLIC ISSUE") OUT OF WHICH 1,80,000 EQUITY SHARES OF FACE VALUE OF Rs. 10/- EACH, AT AN ISSUE PRICE OF Rs. 44 PER EQUITY SHARE FOR CASH, AGGREGATING 1 79.20 LACS 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 32,49,000 EQUITY SHARES OF FACE VALUE OF 7 1 0 /- EACH, AT AN ISSUE PRICE OF 7 44 PER EQUITY SHARE FOR CASH, AGGREGATING UP TO 71,429.56 LACS IS HEREINAFTER REFERRED TO AS THE "NET ISSUE". THE PUBLIC ISSUE AND NET ISSUE WILL CONSTITUTE 27.46 % AND 26.02 % RESPECTIVELY OF THE POST- ISSUE PAID-UP EQUITY SHARE CAPITAL OF OUR COMPANY.

• We significantly rely on event management division for a significant amount of revenue, and any interruption or reduction in the customers in the said division may adversely affect our business and results of operations.

• We are exposed to claims from inadequate performance and defects that may affect the events managed by us and which may have an adverse effect on our business, financial conditions and results of operations.

• Our business is subject to occasional/ seasonal fluctuations that may affect our cash flows and business operations.

• We depend on our long term customers for a significant portion of our revenue, and any decrease in revenues or sales from any one of such key customers may adversely affect our business and results of operations.

• We typically do not have firm commitment with our customers. If our customers choose not to source their requirements from us, there may be a material adverse effect on our business, financial condition, cash flows and results of operations.

• The Merchant Banker associated with the Issue has handled only 8 (eight) public issue in the past three years.

• Average cost of acquisition of Equity Shares for the Promoters are as under:

• The Issue Price at the upper end of the Price Band is 7 44.00 per Equity Share.

• The Weighted average cost of acquisition compared to floor price and cap price:

• The Weighted average cost of acquisition of all Equity Shares transacted in the last one year, 18 months and three years from the date of RHP is as given below:

Disclosure of past issues handled by Horizon Management Private Limited is as follows: Price Information of past issues handled by the Lead Manager SME:

Summary Statement of Disclosure

The Equity Shares of the Company offered through the Prospectus dated September 30,2024 are proposed to be listed on the Emerge Platform of National Stock Exchange of India Limited ("NSE Emerge") of in terms of the Chapter IX of SEBI (ICDR) Regulations, 2018 as amended from time to time. Our Company has received In-Principle Approval Letter dated September 5,2024, from National Stock Exchange of India Limited for listing our shares and also for using its name in the Issue document for listing of our shares on NSE Emerge. It is to be distinctly understood that the permission given by National Stock Exchange of India Limited should not in any way be deemed or construed that the Issue Document has been cleared or approved by NSE nor does it certify the correctness or completeness of any of the contents of the Issue Document.

The investors are advised to refer to the Prospectus for the full text of the "Disclaimer Clause of the Emerge Platform of National Stock Exchange of India Limited" on page 220 of the Prospectus. For the purpose of this issue the Designated Stock Exchange will be NSE Emerge. The trading is proposed to be commenced on or before October 3,2024 (Subject to receipt of listing and trading approval from National Stock Exchange of India Limited).

This Issue was being made through the Book Building Process, in terms of Rule 19(2) (b) of the Securities Contracts (Regulation) Rules, 1957, as amended ("SCRR") read with Regulation 229 (2) of the SEBI ICDR Regulations and in compliance with Regulation 253 of the SEBI ICDR Regulations, wherein not more than 9.97% of the Net Issue was made available for allocation on a proportionate basis to Qualified Institutional Buyers ("QIBs") (the "QIB Portion''). Further, 5.56% of the Net QIB Portion was made available for allocation on a proportionate basis to Mutual Funds only, and the remainder of the Net QIB Portion was made 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 26.96% of the Net Issue was made available for allocation on a proportionate basis to Non-lnsUtutional Investors and not less than 63.07% of the Net Issue was made available for allocation to Retail Individual Investors in accordance with the SEBI ICDR Regulations, subject to valid Bids having been received from them at or above the Issue Price. All Bidders are required to participate in the Issue by mandatorily utilizing the Application Supported by Blocked Amount ("ASBA") process by providing details of their respective ASBA Account (as defined hereinafter) in which the corresponding Bid Amounts were blocked by the Self Certified Syndicate Banks ("SCSBs") or under the UPI Mechanism, as the case may be, to the extent of respective Bid Amounts. Anchor Investors are not permitted to participate in the Issue through the ASBA process. For details, see "Issue Procedure" on page 237 of the Prospectus.

All investors have participated in this issue through Application Supported by Blocked Amount ("ASBA") process including through Unified Payment Interface ("UPI") mode (as applicable) by providing the details of the respective bank accounts / UPI ID as applicable in which the corresponding application amounts were blocked by Self Certified Syndicate Banks (the "SCSBs") / Sponsor Bank as the case may be.

The Issue (excluding Anchor Investors Portion) received 2,55,188 Applications for 1,05,35,10,000 Equity Shares (before technical rejections) resulting in 307.24 times subscription (including reserved portion of market maker).

The details of the Applications received in the Issue from various categories are as under: (before technical rejections): DETAILS OF APPLICATIONS RECEIVED (before technical rejection)

DETAILS OF VALID APPLICATIONS:

ALLOCATION: The Basis of Allotment was finalized in consultation with the Designated Stock Exchange i.e. National Stock Exchange of India Limited on September 30,2024. Allocation to Market Maker (After Technical Rejections): The Basis of Allotment to the Market Maker, at the issue price of 744/- per Equity Share, was finalised in consultation with National Stock Exchange of India Limited. The category was subscribed by 1.00 time. The total number of shares allotted in this category is 1,80,000 Equity shares in full out of reserved portion of 1,80,000 Equity Shares.

Allocation to Retail Individual Investors (After Technical Rejections): The Basis of Allotment to the Retail Individual Investors, at the issue price of 744/- per Equity Share, was finalized in consultation with National Stock Exchange of India Limited. The category was subscribed by 344.95 times. The total number of shares allotted in this category is 20,49,000 Equity shares out of reserved portion of 20,49,000 Equity Shares.

Allocation to Non-lnstitutional Investors (After Technical Rejections): The Basis of Allotment to the Non- Institutional Investors, at the issue price of 744/- per Equity Share, was finalized in consultation with National Stock Exchange of India Limited. The category was subscribed by 355.83 times. The total number of shares allotted in this category is 8,76,000 Equity shares out of reserved portion of 8,76,000 Equity Shares.

Allocation to Qualified Institutional Buyers (excluding Anchor Portion) (After Technical Rejections): The Basis of Allotment to the Qualified Institutional Buyers, at the issue price of Rs.44/- per Equity Share, was finalized in consultation with National Stock Exchange of India Limited. The category was subscribed by 67.56 times. The total number of shares allotted in this category is 3,24,000 Equity shares out of reserved portion of 3,24,000 Equity Shares.

The Board of Directors of the Company at its meeting held on September 30, 2024, has taken on record the Basis of Allotment of Equity Shares, as approved by the Designated Stock Exchange viz. National Stock Exchange of India Limited and has authorized the online corporate action for the allotment of the Equity Shares in dematerialised form to various successful applicants.

The CAN-cum-Refund Orders and Allotment Advice and/or Notices are being dispatched to the address of the applicants as registered with the depositories / as filled in the application form on October 1, 2024. Further, the instructions to Self-Certified Syndicate Banks being processed on October 1, 2024 for unblocking fund. In case the same is not received within Two (2) days, investors may contact at the address given below. The Equity Shares allocated to successful applicants are being credited to their beneficiary accounts subject to validation of the account details with the depositories concerned. The company shall file the listing application with National Stock Exchange of India Limited on or before October 3,2024. The Company is in process of obtaining the listing & the trading approval from National Stock Exchange of India Limited and the trading is expected to commence on or before October 3, 2024.

Note: All capitalised terms used and not specifically defined herein shall have the same meaning as Ascribed to them in the Prospectus dated September 30,2024. DISCLOSURES PERTAINING TO THE BRLM'S TRACK RECORD ON PAST ISSUES WITH A BREAKUP OF HANDLING OF IPOS FOR THE LAST 3 YEARS: Horizon Management Private Limited

The details of the allotment made would also be hosted on the website of the Registrar to the Issue, MAS Services Limited at https://www.masserv.com/. All future correspondence in this regard may kindly be addressed to the Registrar to the Issue quoting full name of the first/ sole applicants, serial number of the application form, number of shares applied for and Bank Branch where the application had been lodged and payment details at the address of the Registrar given below:

BOOK RUNNING LEAD MANAGER TO THE ISSUE	REGISTRAR TO THE ISSUE	COMPANY SECRETARY AND COMPLIANCE OFFICER
Horizon Management Private Limited	MAS Services Limited	THINKING HATS ENTERTAINMENT SOLUTIONS LIMITED
19 R N Mukherjee Road, Main Building,	T-34,2nd Floor, Okhla Industrial Area, Phase - II	Palak Jain, Company Secretary and Compliance Officer
2nd Floor, Kolkata- 700 001, West Bengal, India.	New Delhi -110 020, Delhi, India;	5th Floor, B 9 Pinnacle Business, Park Sector 3 Noida, Gautam
Telephone: +91 33 4600 0607	Telephone: +91 112 638 7281/83	Buddha Nagar, Noida - 201 301, Uttar Pradesh, India.
Facsimile: +91 33 4600 0607	Facsimile: +91 112 638 7384	Telephone: +91 981 033 4264
Email ID: smeipo@horizon.net.co	Email ID: ipo@masserv.com	Email: info@tties.in | Website: www.thes.in
Website: www.horizonmanagement.in	Website: www.masserv.com	CIN: U92490MH2013PLC352652
Investor Grievance ID:	Investor grievance: investor@masserv.com	Bidders are advised to contact the Company Secretary and Compliance Officer, the BRLM and/or the Registrar to the Issue in case of any pre-issue or post-issue related problems such as non-receipt of letters of Allotment, credit of Allotted Equity Shares in the respective beneficiary account, non-receipt of funds by electronic mode etc.
investor.relations@horizon.net.co	Contact Person: N.C.Pal
Contact Person: Manav Goenka	SEBI Registration: INR 000000049
SEBI Registration Number: INM000012926	Validity: Permanent

Disclaimer: Thinking Hats Entertainment Solutions Limited has filed the Prospectus with the RoC, Mumbai, on September 30,2024, and thereafter with SEBI and the Stock Exchanges. The Prospectus is available on the website of NSE Limited at https://www.nseindia.com/ and on the websites of the BRLM's, at www.horizonmanagement.in and Investors should note that investment in Equity Shares involves a high degree of risk and for details relating to the same, please see ‘ Risk Factors' beginning on page 26 of the Prospectus. The Equity Shares 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 unless so registered, and may not be offered or sold within the United States, except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and in accordance with any applicable U.S. state securities laws. The Equity Shares are being offered and sold outside the United States in ‘offshore transactions' in reliance on Regulation under the Securities Act and the applicable laws of each jurisdiction where such offers and sales are made. There will be no public offering in the United States.