IPO Activity Overview – EY India Advisory Services

PE backed IPOs India Trendbook 2018

Disclaimer: This analysis excludes IPOs listed on the SME platform.

PE backed IPOs– India Trendbook 2018

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Contents 2

PE backed IPOs– India Trendbook 2018

Disclaimer: This analysis excludes IPOs listed on the SME platform.

05 06 10 14 18 20 24 32 36

Foreword IPO activity overview – A historic perspective Sector-wise analysis of IPO activity Performance analysis of IPOs Regulatory and tax update Indian IPO trends and outlook 2018 About EY’s IPO Advisory Practice About EY’s Investor Relations Practice About EY’s Private Equity Services Practice

Disclaimer: This analysis excludes IPOs listed on the SME platform.

PE backed IPOs– India Trendbook 2018

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4

PE backed IPOs– India Trendbook 2018

Disclaimer: This analysis excludes IPOs listed on the SME platform.

Foreword Initial Public Offerings (IPOs) / stock market listings are an important exit route for private equity (PE) backed companies. In 2017, Indian companies raised US$11.6 billion across more than 38 IPOs (excluding SME IPOs) making it the best ever year in terms of IPO proceeds. Of this, IPOs by PE backed companies in 2017 represented 55% by volume and 38% by value. 2017 was also a record year for PE investments and exits in India, one where aggregate PE investment equaled 1% of the country’s GDP. In the period to May 2018, the strong momentum has continued, with seven PE backed IPOs adding up to US$174 million.

This report provides a historical analysis of PE backed IPOs in India over the past five years, between 2013 and April 2018. This includes analysis of top PE backed IPOs by key sectors, value and volume. We have also attempted to summarize the top recent tax/regulatory changes impacting either IPO exits by PE investors or impacting the general taxability of stock market investors.

From a performance perspective, on an average PE backed IPOs have outperformed non-PE backed IPOs, compared to their offer price across time periods. Both PE backed and non-PE backed IPOs have performed better than the Index1 (please see page 15 for further details). This is not surprising

in the emerging markets context, wherein the value add brought in by PE investors comprises of operational improvements, putting in place governance structures and streamlined processes and controls to take care of the pains and complexity that comes hand in hand with growth.

Outlook for PE backed IPOs remains correlated with the fortunes of the Indian capital markets. As opined in the recently published Global IPO Trends: Q1 2018 report by EY Global, “the Indian IPO market is expected to remain robust in 2018 due to the resilient nature of the economy and strong domestic liquidity. The IPO pipeline is healthy with dozens of companies looking to go public later this year, a significant proportion of which are PE backed.” The capital markets are however impacted by certain global factors like the spike in oil prices, US Fed rate tightening, recent stance of the US on international trade policies, geopolitical tensions and local factors like the upcoming elections in 2019, all of which have contributed to rise in volatility since February 2018. This volatility could potentially delay some IPOs. However, the medium term outlook for PE backed IPOs remains positive in our view.

We hope you enjoy reading this report and find it useful. Do share your feedback with us.

Vivek Soni

Sandip Khetan

Partner and National Leader Private Equity Services EY India

Partner and National Leader, Financial Accounting Advisory Services (FAAS), EY India

1. Nifty 500

Disclaimer: Disclaimer: This analysis Thisexcludes analysis IPOs excludes listed IPOs on the listed SME on platform. the SME platform.

PE backed IPOs– India Trendbook 2018

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IPO activity overview -A historic perspective

Value and volume of PE backed IPO activity in India Exhibit 1: PE IPO activity PE backed IPOs recorded strong uptick since the second quarter of 2015, with 2017 witnessing a sharp increase in both the number of IPOs and the issue size.

3,000

10 8 7

2,000

6

6

5

3

1,000

3

0

1

183

1Q

2Q

2

1,381

15

0

0

0

3Q

4Q

1Q

0 2Q

2013

5

4

2 1

5

4

4

6

1,243

1,522

1

112

54

33 293

3Q

4Q

1Q

2Q

2014

368 3Q

306 284 730 4Q

1Q

2Q

2015

Value of Proceeds(US$m)

228

1,016 3Q

4Q

1Q

633 2Q

2016

2,080 3Q

4Q

2017

Number of PE backed IPOs

0

Till April 30, 2018

Source: EY Analysis of NSE and VCCEdge Data.

Exhibit 2: PE IPO activity as % of total IPO activity While most of the IPOs in the earlier years were PE backed, the buoyant capital markets encourage many non-PE backed IPOs in 2016 and 2017.

120% 100%

100% 100%

100%

98%

100% 100%

88%

82%

80% 80%

60%

83%

80%

60%

60%

78% 67% 57%

72%

39%

43%

40%

33%

1Q

2Q

0% 3Q

0%

0%

4Q

1Q

43% 42%

50% 30%

20% 0%

56% 55%

30%

0% 2Q

2013

3Q

4Q

2014

1Q

2Q

3Q 2015

Value of PE backed IPO proceeds as % of total

4Q

1Q

2Q

3Q 2016

4Q

1Q

2Q

3Q 2017

4Q

Till April 30, 2018

Number of PE backed IPOs as % of total

Source: EY Analysis of NSE and VCCEdge Data.

Disclaimer: This analysis excludes IPOs listed on the SME platform.

PE backed IPOs– India Trendbook 2018

7

Exhibit 3: Top 10 PE backed IPOs by IPO proceeds (2013 to April 2018) Company

Sector

Listing date

Issue size (US$m)

SBI Life Insurance Company Limited

Financial services

03-Oct-17

1,292

ICICI Prudential Life Insurance Company Limited

Financial services

26-Sep-16

932

ICICI Lombard General Insurance Company Limited

Financial services

27-Sep-17

877

Bandhan Bank Limited

Financial services

27-Mar-18

688

PNB Housing Finance

Financial services

07-Nov-16

462

Equitas Holdings Limited

Financial services

21-Apr-16

335

Au Financiers (India) Limited

Financial services

10-Jul-17

294

Eris Life sciences Limited

Pharmaceuticals

29-Jun-17

268

Laurus Labs Limited

Pharmaceuticals

19-Dec-16

205

BSE Limited

Financial services

03-Feb-17

191

Source: EY Analysis of NSE and VCCEdge Data.

Exhibit 4: Top 10 PE backed IPOs in 2017 by IPO proceeds Company

Sector

Listing date

Issue size (US$m)

SBI Life Insurance Company Limited

Financial services

03-Oct-17

1,292

ICICI Lombard General Insurance Company Limited

Financial services

27-Sep-17

877

Au Financiers (India) Limited

Financial services

10-Jul-17

294

Eris Life sciences Limited

Pharmaceuticals

29-Jun-17

268

BSE Limited

Financial services

03-Feb-17

191

Godrej Agrovet Limited

Food and agriculture

16-Oct-17

178

Indian Energy Exchange Limited

Power and utilites

23-Oct-17

154

Mahindra Logistics Limited

Logistics

10-Nov-17

128

Security and Intelligence Services (India) Limited

Business services

10-Aug-17

120

Tejas Networks Limited

TMT

27-Jun-17

119

Source: EY Analysis of NSE and VCCEdge Data.

8

PE backed IPOs– India Trendbook 2018

Disclaimer: This analysis excludes IPOs listed on the SME platform.

Exhibit 5: Ranking of PE houses by number of IPO issues Number of IPO exits

Issue size (US$m)

Temasek Holdings Advisors

5

3,096

Healthcare Global Enterprises Limited, Godrej Agrovet Limited, SBI Life Insurance Company Limited, ICICI Prudential Life Insurance Company Limited

IFC

5

1,484

Snowman Logistics Limited, Equitas Holdings Limited,Ujjivan Financial Services Limited, AU Small Finance Bank Limited,Bandhan Bank Limited

Motilal Oswal Private Equity Advisors

4

365

Power Mech Projects Limited, Parag Milk Foods Limited, Dixon Technologies India Limited

Sequoia Capital India

4

285

Just Dial Limited, Equitas Holdings Limited, Quick Heal Technologies Limited, Prataap Snacks Limited

Netherlands Development Finance

3

541

Equitas Holdings Limited, Ujjivan Financial Services Limited, MAS Financial Services Limited

Fairwinds Asset Managers

3

229

Khadim India Limited, Shankara Building Products Limited, Amber Enterprises India Limited

Gaja Capital

3

102

TeamLease Services Limited, RBL bank Limited, CL Educate Limited

Jacob Ballas India

3

164

PNC Infratech Limited, Adlabs Entertainment Limited, S.P. Apparels Limited

Warburg Pincus

2

499

Laurus Labs Limited, AU Small Finance Bank Limited

WestBridge Ventures

2

432

Dr. Lal Path Labs Limited,Equitas Holdings Limited

Fund houses

Issuer

Source: EY Analysis of NSE and VCCEdge Data.

Full IPO proceeds have been attributed to each private equity firm involved in the deal

Exhibit 6: PE backed IPOs in the pipeline Company name

PE investor

Sector

AGS Transact Technologies Limited

Actis Advisers, TPG Growth

Technology

TCNS Clothing Company Private Limited

TA Associates

Retail and consumer products

Nazara Technologies Limited

IIFL, Westbridge

Technology

CMS Info Systems Limited

Baring Private Equity Asia

Technology

Hinduja Leyland Finance Limited

Everstone Capital Partners

Financial services

Barbeque Nation Hospitality Limited

Clearwater and CX Partners

Food and agriculture

Krishna Institute of Medical Sciences

Quadria Capital and ICICI Ventures

Healthcare

Capricorn Food Products India Limited

Quadria Investment Management

Food and agriculture

Seven Islands Shipping Limited

Wayzata Investment Partners

Automotive

Gandhar Oil Refinery India Limited

IDFC Alternatives Ltd.

Oil and gas

John Energy Limited

Singhi Advisors, Sage Capital

Power and utilities

ReNew Power Limited

GEF, Goldman Sachs and Canada Pension Plan Investment Board (CPPIB)

Power and utilities

Crystal Crop Protection Limited

Everstone Capital Partners

Food and agriculture

Varroc Engineering Limited

TATA Capital

Automotive

Atria Convergence Technologies Limited

True North, Olympus, TA Associates

TMT

Source: SEBI Disclaimer: This analysis excludes IPOs listed on the SME platform.

PE backed IPOs– India Trendbook 2018

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Sector-wise analysis of IPO activity

Sector analysis (2013-April 2018) Exhibit 7: Sector cut by number of IPOs

13 20 Number of PE backed IPOs (66)

5

4

Technology

DIP

Infrastructure

4

RCP

Pharmaceuticals

4

Healthcare

Food and agriculture

Media & entertainment

Logistics

5

8

Financial services

5

5

16

4 Number of non–PE backed IPOs (39)

3

5 3

Others

3

RCP – Retail and Consumer Products | DIP – Diversified Industrial Products

Source: EY Analysis of NSE and VCCEdge Data.

►► Financial services was the most prominent sector across both PE backed and non-PE backed IPOs ►► Apart from financial services, while consumer facing industries like food and agriculture, RCP, healthcare and pharma were more prominent among PE backed IPOs, non-PE backed IPOs were dominated by infrastructure and technology

Exhibit 8: Sector cuts by IPO proceeds

1,945 266 331

PE backed IPO proceeds (US$10,481 m)

458

5,587

634 301 356 251

353

Financial services

Technology

DIP

Infrastructure

RCP

Pharmaceuticals

Healthcare

Logistics

Automotive

Aeronautics

Power and utilites

Others

Source: EY Analysis of NSE and VCCEdge Data.

1,436

454

Non-PE backed IPO proceeds (US$10,284 m) 5,420

638 510 288 1,157

383

RCP – Retail and Consumer Products | DIP – Diversified Industrial Products

►► Financial services recorded some of the largest IPOs between 2013 and April 2018 ►► Financial services IPOs that were PE backed were primarily of banks and NBFCs while the non-PE backed IPOs were of large public sector insurance companies

Disclaimer: This analysis excludes IPOs listed on the SME platform.

PE backed IPOs– India Trendbook 2018

11

Financial services accounted for more than 50% of all IPO proceeds raised by both PE backed and non-PE backed companies

Top 3 PE backed IPO sectors by proceeds

Top 3 non-PE backed IPO sectors by proceeds

Financial services

Financial services

Issue size (US$m) PE IPOs (#)

5,587

Issue size (US$m) PE IPOs (#)

13

5,420

Food and agriculture

Infrastructure

Issue size (US$m) PE IPOs (#)

912

Issue size (US$m) PE IPOs (#)

8

1,157

Pharmaceuticals

5

Aviation

Issue size (US$m) PE IPOs (#)

634

5

Issue size (US$m) PE IPOs (#)

4

638

1

Source: EY Analysis of NSE and VCCEdge Data.

Exhibit 9: Sub-sectors of top PE backed IPO sectors by proceeds Sectors

Sub-sectors

US$m

Volume(#)

Financial services

Insurance

3,101

3

Banks

875

2

NBFC

765

3

Miscellaneous

528

5

Home finance

504

2

Food processing

434

4

Food and beverages

245

2

Agriculture

178

1

Pesticides and agro chemicals

54

1

Food and agriculture

Source: EY Analysis of NSE and VCCEdge Data.

12

PE backed IPOs– India Trendbook 2018

Disclaimer: This analysis excludes IPOs listed on the SME platform.

Exhibit 10: PE backed IPOs - Split by sector and volume Sectors

2013

2014

2015

2016

2017

Till April 2018

Automotive

-

-

-

1

-

1

Chemicals

-

-

2

-

-

-

Diversified industrial products

-

-

2

-

1

1

E-commerce

1

Education

-

-

-

-

1

-

Financial services

1

-

-

5

6

1

1

3

2

2

-

Food and agriculture Healthcare

-

-

1

3

-

1

Hotels

-

-

-

-

-

1

Infrastructure

-

-

2

1

2

-

Logistics

-

1

1

2

-

Media & entertainment

-

1

3

-

-

-

Pharmaceuticals

-

-

1

2

1

-

Power and utilities

-

-

-

-

1

-

Business services

-

-

-

2

1

-

Retail and consumer products

1

1

-

1

2

-

Technology

1

-

-

1

1

1

Telecom

-

-

-

-

1

-

Grand total

3

4

15

19

21

6

►► 2017 recorded highest level of PE backed IPO activity. It was also the year to record IPOs across most sectors ►► Financial services was the leading sector, recording PE backed IPOs in most of the years during the study period Source: EY Analysis of NSE and VCCEdge Data.

Disclaimer: This analysis excludes IPOs listed on the SME platform.

PE backed IPOs– India Trendbook 2018

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Performance analysis of IPOs

Percentage increase or decrease in IPO issue price post listing Exhibit 11: Average absolute performance of PE backed IPOs relative to index (Nifty 500) 70% 60%

60% 48% 47%

50%

32% 30% 21%

20%

14%

10% 0%

1% 1% 1 month

7%

16%

29%

53%

52%

46%

44%

41%

40%

40%

51%

35%

34%

29%

28%

28% 21%

19%

10%

1qtr

2qtrs

3qtrs

4qtrs

Non-PE backed IPOs

5qtrs

6qtrs

7qtrs

PE backed IPOs

8qtrs

9qtrs

10qtrs

11qtrs

12qtrs

Index (Nifty 500)

Source: EY Analysis of NSE and VCCEdge Data.

Methodology: Average of absolute returns considered from the date of listing

►► While PE-backed IPOs performed better compared to the index on a consistent basis, performance of non-PE backed IPOs was more in line with index performance since the date of listing ►► PE backed IPOs have also outperformed non-PE backed IPOs on a consistent basis ►► The sharp decline in returns recorded by non-PE backed IPOs post the seventh quarter is primarily due to limited vintage of some of the best performing non-PE backed IPOs (less than 25% of non-PE backed IPOs have a vintage of more than seven quarters and less than 40% of non-PE backed IPOs have a vintage of over a year) ►► As on 30 April 2018: ►► Ten PE backed IPOs are trading above 100% of their offer price with an average return of 270% ►► Nine non-PE backed IPOs are trading above 100% of their offer price with an average return of 173% ►► Between 2013-April 2018 highest return by a PE backed IPO was 10x while that by a non-PE backed IPO was ~4x

Disclaimer: This analysis excludes IPOs listed on the SME platform.

PE backed IPOs– India Trendbook 2018

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Exhibit 12: Average absolute performance of IPOs in the financial services sector 336%

335%

304%

289%

285%

267%

235% 185%

153% 122%

135% 85% 35% -15%

6% 1% -10% 1 month

21% 3% 3%

31% 1% 6%

1qtr

2qtrs

48% 11% 3qtrs

24%

16%

4qtrs

67%

66%

48%

5qtrs

Non-PE backed IPOs

37%

29%

6qtrs

7qtrs

42%

8qtrs

PE backed IPOs

39%

9qtrs

42%

10qtrs

47%

44%

11qtrs

12qtrs

Nifty FS Index

Source: EY Analysis of NSE and VCCEdge Data.

Methodology: Average of absolute returns considered from the date of listing

►► PE backed IPOs in financial services have significantly outperformed the sectoral index ►► Non-PE backed IPOs have a limited vintage of only two quarters. However, during those two quarters also PE backed IPOs significantly outperformed non-PE backed IPOs

Exhibit 13: Average absolute performance of IPOs in the retail, consumer and food sectors 165%

170%

143%

150% 130%

102%

110%

89%

80%

90% 70% 50% 30% 10% -10%

1% -1% 1 month

2% 2% 1qtr

10%

5%

2qtrs

8% 8%

3qtrs

12% 12%

4qtrs

Non-PE backed IPOs

25%

20% 16% 18% 19%

5qtrs

6qtrs

7qtrs

PE backed IPOs

86%

85%

58%

49%

46%

78%

28%

8qtrs

27%

9qtrs

29%

10qtrs

33%

11qtrs

32%

12qtrs

Nifty FMCG Index

Source: EY Analysis of NSE and VCCEdge Data.

Methodology: Average of absolute returns considered from the date of listing

►► PE backed IPOs in retail, consumer and food sectors have significantly outperformed the FMCG index ►► Non-PE backed IPOs have a limited vintage of only four quarters. However, during those quarters they significantly outperformed PE backed IPOs, largely influenced by Avenue Supermarts Limited and Apex Frozen Foods Limited

16

PE backed IPOs– India Trendbook 2018

Disclaimer: This analysis excludes IPOs listed on the SME platform.

Exhibit 14: Average absolute performance of IPOs in the technology sector 99%

100% 83%

80% 62%

60%

54% 35%

27% 15%

20%

-20%

55%

52%

48%

40%

0%

66%

58%

1%

4% 2% 2%

-4% -14% -14% 1 month 1qtr

5%

2qtrs

7%

2%

4%

3qtrs

4qtrs

5qtrs

Non-PE backed IPOs

4%

3%

1%

6qtrs

4%

7qtrs

8qtrs

PE backed IPOs

5%

9qtrs

10%

10qtrs

13%

16% 5%

-13% 11qtrs

12qtrs

Nifty IT Index

Source: EY Analysis of NSE and VCCEdge Data.

Methodology: Average of absolute returns considered from the date of listing

►► PE backed IPOs in the technology sector have significantly outperformed the IT index as well as non-PE backed IPOs ►► However the outperformance of PE backed IPOs is mainly due to the outperformance of Just Dial while the other technology IPOs recorded a modest return in line with the index

Exhibit 15: Average absolute performance of IPOs in the infrastructure sector 110% 90% 70%

48%

50% 30% 10%

7%

1%

-10% -30%

-16%

13%

9%

2%

12%

7%

4%

16%

13%

17%

-6% -26%

-50% -70%

55%

54%

32%

25% 1%

56%

-26%

-31%

-28% -34%

-33%

7qtrs

8qtrs

12%

11%

-12%

-14%

9qtrs

10qtrs

9%

-52% 1 month

1qtr

2qtrs

3qtrs

4qtrs

Non-PE backed IPOs

5qtrs

6qtrs

PE backed IPOs

11qtrs

12qtrs

Nifty Infra Index

Source: EY Analysis of NSE and VCCEdge Data.

Methodology: Average of absolute returns considered from the date of listing

►► Both PE backed and non-PE backed IPOs have recorded an erratic performance outperforming the sectoral index over few quarters and generating negative returns in other time periods

Disclaimer: This analysis excludes IPOs listed on the SME platform.

PE backed IPOs– India Trendbook 2018

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Regulatory and tax update

Tax implications Implication of capital gains on sale of Indian company shares in an “offer for sale” under IPO ►► Historically, long-term capital gains on listed equity

shares held for more than 12 months were eligible for a tax exemption, subject to payment of securities transaction tax (STT)

►► Subsequently, Finance Bill 2018 introduced levy of tax

at the rate of 10% (excluding applicable surcharge and cess) on long-term capital gains from disposal of equity shares, subject to payment of securities transaction tax2. The aforesaid regime has been enacted with effect from 1 April 2018

►► Deemed cost of acquisition as on 31 January 2018

is prescribed for listed and unlisted equity shares to grandfather past gains (if any)

►► On 24 April 2018, the Central Board of Direct Taxes

issued draft notification that protects genuine cases on non STT based acquisitions (such as bonus issue, rights issue, etc.)

Capital gains on sale of equity shares in an IPO ►► The shares sold in an “offer for sale” under IPO are of

►► Please note that the cost of acquisition is relevant from

grandfathering past gains standpoint

►►

Considering the ambiguity, two broad views emerging are as under: ►► In absence of determination of cost as on 31 January 2018, the charging mechanism fails ►► Fair Market Value shall be the price that the shares would ordinarily fetch on sale in the open market ►► We are awaiting clarifications from the Central Board of Direct Taxes (being the apex body) in this regard to ensure clarity and certainty

Computation of period of holding ►► Capital gains shall be treated as long term in nature

provided the relevant equity shares have been held for atleast twenty four months prior to the relevant date of “offer for sale” under IPO

►► If the gains are treated as short term in nature (i.e.,

shares are held for less than twenty four months prior to the relevant date of “offer for sale”), the applicable capital gains tax rate shall be 15% (excluding applicable surcharge and cess)

►► Irrespective of the above, the relief under relevant tax

treaties may continue to be available, subject to satisfaction of all conditions for claiming benefit under the treaty

an unlisted company (as on that date) and are subject to payment of securities transaction tax

►► The aforesaid provisions do not prescribe mechanism

to compute cost of acquisition as on 31 January 2018 of such equity shares (being unlisted as on the date of transfer)

2. On 24 April 2018, Central Board of Direct Taxes have issued draft notification that protects genuine cases on non STT based acquisitions (such as bonus issue, rights issue etc.).

Disclaimer: This analysis excludes IPOs listed on the SME platform.

PE backed IPOs– India Trendbook 2018

19

Indian IPO trends and outlook

Indian IPOs Trends ►► Overall, Indian IPO activity in 1H2018 was at a

comparatively higher level than 1H2017 and saw 90 IPOs raise US$3.9 billion driven by solid activity in 1Q2018. This was 27% and 28% higher than 1H2017 activity in terms of number of issues and proceeds respectively, as companies tried to take advantage of the liquidity in the markets on the back of a solid 2017

►► However, activity slowed down a bit in 2Q2018

primarily owing to increased volatility in the stock markets. 2Q2018 saw 36 IPOs raise US$1.7 billion which was 33% and 24% lower than 1Q2018 in terms of number of issues and proceeds respectively. This was mainly due to the sharp correction in the last couple of months, thereby wiping out whatever gains the fresh issues had garnered

►► Compared with 2Q2017, Indian IPO activity

witnessed mixed results in 2Q2018. While the activity was up by 6% in terms of number of IPOs, it was down by 29% in terms of proceeds

►► Globally, Indian exchanges recorded the highest IPO

activity in terms of number of issues, accounting

Disclaimer: This analysis excludes IPOs listed on the SME platform.

for 14% of total IPOs in 2Q2018 and 16% of IPOs in 1H2018. In terms of proceeds, Indian exchanges accounted for 5% of global proceeds in both 2Q2018 and 1H2018 ►► Out of 90 IPOs that were listed in 1H2018, 15 listed

both on National (NSE) and Bombay (BSE) accounting for 93% of the total proceeds for 1H2018. National SME recorded 47% (42) of all IPOs listed, contributing a mere 5% to the country’s proceeds in 1H2018. Similarly, Bombay SME recorded 37% (33) of all IPOs listed, contributing 2% to the total proceeds

►► For 1H2018, top five sectors in terms of number of

IPOs were – industrials (27), consumer staples (18), materials (14), consumer products (10) and technology (5)

►► By way of proceeds, the top sectors were – industrials

(US$1.5 billion), financial sector (US$1.5 billion), consumer staples (US$279 million), TMT (US$160 million) and health care (US$158 million)

►► First day average returns for companies that have

started trading by 31 May are at +6.2%, while the current YTD returns (as of 31 May 2018) are at +3.0%.

Comparatively, BSE Sensex gave +4% returns during this period while Nifty 50 gains were at +3%

PE backed IPOs– India Trendbook 2018

21

Outlook ►► Several companies have lined up for IPO plans worth

US$5 billion in the coming months, consequently the prospects for India IPO activity are bright for the rest of the year. The stock market is seeing a lot more volatility this year and thus the time window for listings will get shorter as compared to last year. Also, a certain level of uncertainty surrounding the next year’s general elections may impact the overall IPO activity in the country

►► However, going by the response last year, the deal sizes

are expected to get larger. Inflows of domestic capital remains strong leading to many opportunities for companies to take the IPO route

►► PSUs expected to go for listing this year include six

state-owned entities — Indian Renewable Energy Development Agency (IREDA), Rail Vikas Nigam, IRCON International, RITES, Garden Reach Shipbuilders and Engineers and Mazagon Dock - as the government intends to unlock the true value of such PSUs and bring in greater accountability

►► Financial services, infrastructure and consumer compa-

nies with strong growth continue to be favourable bets.

We do expect some pressure on deals in sectors where companies have failed to deliver earnings or are prone to corporate governance concerns

►► The rising renewable energy industry is likely to witness

a surge in IPO activity as they look to tap the country’s capital markets. Many companies in this sector are preparing for initial public offerings. However, they may face challenges given the volatile equity markets, lack of clarity on long term policies, industry outlook and overvaluation issues

The outlook for the rest of 2018 looks positive, driven by relatively stable equity markets and sound corporate earnings. Stripping away the volatility driven by global factors seen since February 2018, steady investor confidence and the rise in domestic capital participation in the equity markets is encouraging a healthy IPO pipeline across sectors and markets. In general, earnings growth across key sectors has been positive. Conversely, while the micro is improving / expected to improve, the macro is facing headwinds In general, India should continue its IPO boom due to the resilient nature of the economy, strong domestic liquidity and a strong pipeline of DRHPs filed with SEBI On the downside, new geopolitical tensions and uncertainties on the EY IPO Sentiment Radar TM can play spoilsport ►► Trade wars between the US and China / Europe / rest

of the world could impact global trade and slowdown growth across economies

►► Italy’s debt crisis and UK’s progress on Brexit could

cause a flight to safety making emerging market currencies like India extremely vulnerable to adverse fluctuations

►► Spike in oil prices can cause India’s fiscal deficit to bal-

loon as well as stoke inflation

►► Unwinding of the stimulus by the US Fed can have far

reaching impact on emerging markets

►► Impending general elections and any fears of a frac-

tured mandate could suddenly cause the investor sentiment to turn negative

►► A few IPOs are also expected from the seafood indus-

try as companies try to take advantage of the boom in shrimp exports. According to sources, Indian aquaculture production is estimated to touch a record seven lakh tonne during the current fiscal and reach one million tonne by 2020. Amongst the companies that have filed with SEBI are Nekkanti Sea Foods, Devi Seafoods and Sandhya Marines. They are expected to raise a total of around US$250 million. However, they may face headwinds in the form of increased US tariffs on Indian shrimp exports, softer global pricing and stock market volatility

22

PE backed IPOs– India Trendbook 2018

Disclaimer: This analysis excludes IPOs listed on the SME platform.

EY IPO Sentiment RadarTM

Potential impact ►► Consider a number of alternative funding or exit options

Our radar contains a variety of market factors that may impact investor sentiment for IPOs.

►► Preserve optionality with early IPO readiness preparations

Pre-IPO companies should analyze how these factors may affect their business and ultimately their impact on the timing and value of their transaction in view of their chosen IPO destination.

►► Prepare early to complete your IPO quickly in narrow IPO windows ►► Be flexible in timing and pricing

Oil prices Geopolitical tensions

Interest rate hikes

Currency

Political instability Elections Regulatory changes

Short-term volatility

Disclaimer: This analysis excludes IPOs listed on the SME platform.

PE backed IPOs– India Trendbook 2018

23

About EY’s IPO Advisory Practice

Why IPO ►► For fast-growing private companies seeking to raise

capital, an initial public offering (IPO) can propel their growth.

►► An IPO is not simply a one-time financial transaction,

An IPO being a special transaction requires seasoned professionals to make it a success. There are multiple advisors who are party to this transaction:

rather it’s a milestone in a complex transformation from private to public company.

1. Bankers

►► While the market looks promising, companies that are

3. Auditors

2. Legal Counsels

fully prepared will be best able to leverage the window of the current IPO opportunity

4. Regulators

IPO readiness gaps Strong equity story

IPO project execution

GAAP analysis Reporting acceleration

Reporting and co-ordination

Timely and accurate financials

Data room management

Audit committee Financial communications

Prospectus Audit preparations

What’s changing for you Stock exchange listing requirements

Investor relations

Indian GAAP / Ind-AS / IFRS Governance and reporting

IPO offering documents and disclosures

SEBI / ICDR / LODR Estimates and assumptions

Disclosure controls

Demerger / Business acquisitions

Accounting policies and procedures

Optimal tax structuring Restatement of financial statements

PE backed IPOs– India Trendbook 2018

25

EY IPO Solutions EY has a dedicated team of cross functional specialists to help you throughout your IPO journey IPO Readiness Assessment ►► Understand current state and

the IPO plan

►► ►Perform diagnostics and gap

analysis

Project Management Office ►► Coordination amongst

all internal and external stakeholders

►► ►Data room management

►► ►Develop plans to address gaps

►► ►Milestone monitoring

►► ►Recommendations

►► ►Dashboards

Tax planning and restructuring ►► ►Structuring of the proposed

►► ►Board governance guidelines,

►► ►Review of documents

committee charters, code of conduct, etc.

►► Enterprise Risk Management

►► ►GAAP Conversion (Indian GAAP/

Ind-AS)

►► ►Assist in the preparation of

financial information required in IPO based on company strategy

►► ►Board composition;

committee formation

►► ►Accounting close assistance

►► ►KPI mapping and alignment

►► ►Staff augmentation

Governance, risk and controls

Staff augmentation

business acquisition

►► ►Evaluate alternate options ►► ►Recommendation and

finalization of proposed option

Benchmarking ►► Benchmarking accounting

policies disclosures, processes and KPI in relation industry peers

►► ►Recommendations to improve

processes based on market and peer comparison

►► ►Policies & processes (e.g.

insider trading, manuals, etc.)

Fraud Investigation & Dispute Services (FIDS) ►► ►Anti-bribery and Anti-corruption Compliance Services

►► ►Whistle-blowing Services

►► ►Anti-Corruption (FCPA) due diligence

►► ►Third-party Due Diligence

►► ►Anti-Corruption compliance program advisory

►► ►Background Research Services- Reputation checks of

►► ►Anti-Corruption investigation

26

PE backed IPOs– India Trendbook 2018

companies and individuals

Benefits of having EY

Save time

Reduce cost and pressure

Merchant Banking & Transaction Tax Services under single umbrella

Increase transaction certainty

Share knowledge

Reputed professional firm having a global footprint Focused Capital Markets Team having experience of more than 100 years

Offering merchant banking services*

Well positioned to advise No conflicts of interest

Impeccable track record

Recognized among regulators, exchanges and inter-mediaries

Updated knowledge base in the ever-changing regulatory environment

Experienced professionals, industry databases and best practices

*EY Merchant Banking Services is a Securities Exchange Board of India (SEBI) registered merchant banker

PE backed IPOs– India Trendbook 2018

27

Strategy

Structures and Structures and taxes taxes

PE backed IPOs– India Trendbook 2018

Financial Financial

28

Systems

1 Assistance with setting up IR (internal organization, processes, infrastructure and ownership) ..........................................

8 Internal audit planning and performance of internal auditing ..............................................................................................................

7 Evaluation of existing controls, identification of weaknesses and ongoing testing of control effectiveness ............................................

6 Identification and documentation (e.g., entity-level controls, IT general controls and business process controls) ..................................

5 Support for and testing and improvement of compliance systems (including fraud and bribery) .........................................................

4 Support for and testing and improvement of risk management systems .....................................................................................

3 Transfer pricing analysis and documentation for ongoing related party transactions ..................................................................

2 Assistance with operational carve out and separation issues (e.g., IT and HR) ............................................................................

1 IT effectiveness assessment and process improvement services ......................................................................................

8 Evaluation of the appropriateness and suitability of current debt facilities ..........................................................................................

7 Opinion on annual financial statements, internal controls and management letter .............................................................................

6 Audit and assurance services for financial statements required during and post-IPO ..........................................................................

5 Evaluation of IPO accounting issues (e.g., segment reporting and revenue recognition) ............................................................

4 Support for and improvement of forecasting systems and capabilities (including working capital model) .....................................

3 Support for and preparation of required reports and financial statements disclosures for prospectus ................................

2 Assistance with fast and advanced closing process for financial statements ...................................................................

1 GAAP and IFRS conversion (diagnostic reviews, conversion implementation plans and full conversion) ..............................

7 Design of future shareholders' influence following IPO (articles, voting rights, share classes and majorities) .........................................

6 Design and creation of corporate governance structure and specific rules of procedure for the management board ............................

5 Support for specific IPO issues of tax accounting (review and assistance) ...................................................................................

4 Support in creating the issuer's legal form, articles and bylaws of corporate governance system chosen ..................................

3 Support in creating the potential issuer (country of registration) and chosen capital structure ....................................................

2 Creation and optimization of transparent company structure in line with segment reporting and equity story ..............................

1 Tax optimization of shareholder and exit structure ..........................................................................................................

8 Evaluation of sustainability story and reporting requirements, plus regulatory analysis ........................................................................

7 Support for business plan and creation of KPIs (pre- and post-money view) .......................................................................................

6 Assistance with and review of IPO valuation models (e.g., use of multiple methods to find own valuation range) ..........................

5 Support for and creation of a holistic integrated IPO fact book and brief investor presentation ....................................................

4 Peer group analysis covering readiness aspects (e.g., KPIs, segment reporting, GAAP and IR) ....................................................

3 Support in preparing IPO beauty contest (e.g., organization, questionnaire for investment banks, lawyer, IR agency) ....

2 Analyze capital structure options (debt vs. equity mix options) ......................................................................................

1 IPO readiness and destination assessment and diagnostics .............................................................................................

IPO readiness

Systems Build the right supporting systems to fulfill ongoing requirements

Financial Prepare all finance-related infrastructure

Structures and taxes Establish a transparent company structure and optimize taxes

Strategy Align operational goals with your finance strategy

Your IPO work plan and EY’s IPO and listing services overview

PE backed IPOs– India Trendbook 2018

29

Functions

Leadership

Timing Design your IPO value journey

Leadership Build credibility and board independence

Functions Manage investor relations, Compliance, and boards and committees

IPO Being public

IPO execution 6–12 months leading up to IPO

IPO considerations and planning 12–24 months prior to IPO

7 Setup of a corporate communication calendar for the entire infrastructure from day one .................................................................

6 Review of registration statement for compliance with rules and regulations of specific exchange and regulator …................................

5 Dual-track organization of IPO and plan B ..............................................................................................................................

4 Strategic IPO advisory providing coaching for the board and assistance with IPO project management ......................................

3 IPO due diligence services (e.g., financial and taxes) according to issuer's and IPO intermediaries‘ requests.................................

2 Preparation, organization and operation of IPO data room ...............................................................................................

1 IPO time line development and tracking of milestones ......................................................................................................

8 Board support (finance policy, corporate governance report, committee and CEO instructions) ..........................................................

7 Development of relevant internal policies and manuals (e.g., code of conduct, ethics, ESG and CSR) ...................................................

6 Documentation of new capital market status in employment contracts and compliance levels ..............................................................

5 Training of employees on capital market issues (e.g., insider regulation, ad hoc disclosure and directors dealings) .............................

4 Creation of stock option plans according to company’s goals and capital market eligibility ..........................................................

3 Creation of long-term employee incentive plan .......................................................................................................................

2 Assistance with recruiting new hires (board composition, supervisory board members and IR officer) ..........................................

1 Review of the incentive schemes of key people ...............................................................................................................

8 Review requirements for corporate secretarial and legal resources ...................................................................................................

7 Setup of an internal and external IPO communications plan ...............................................................................................................

6 Training of external reporting process owners in IFRS for capital market communication ....................................................................

5 Review of effectiveness of investor relations with regard to meeting investor demands .......................................................................

4 Support with IR strategy (e.g., equity story building, KPIs, media plan, communication lines and policies) ....................................

3 Support with establishing compliance officer and internal compliance levels ...............................................................................

2 Preparation of whistle-blower program and hotline ...................................................................................................................

1 Assistance with setting up IR (internal organization, processes, infrastructure and ownership) ..........................................

8 Internal audit planning and performance of internal auditing ..............................................................................................................

7 Evaluation of existing controls, identification of weaknesses and ongoing testing of control effectiveness ............................................

What is IPO readiness?

You will save time, reduce costs and increase transaction certainty by adopting a structured approach to your IPO journey. We recommend that you start this journey with EY’s IPO readiness service, which covers all areas specific to the IPO case and is designed to guide your company through a successful transformation from private to public status.

Timing

IPO Co-ordination

(EY project management) People

Process

►► Dedicated client resource(s) with support from EY

►► The IPO Co-ordination Team will use the roadmap to

(“IPO Co-ordination Team”) to help monitor and report progress, address risk, and support realization of roadmap benefits

enable progress discussions and hold workstreams accountable to delivering on target

►► The IPO Co-ordination Team executes bi-weekly status

reporting to accurately communicate program health (e.g., progress, risks, and upcoming milestones)

►► The IPO Co-ordination Team facilitates the risk

Tools Roadmap monitoring

Bi-weekly status reporting

30

PE backed IPOs– India Trendbook 2018

management process to look ahead and proactively identify program risks and develop effective mitigation plans

IPO thought leadership Global IPO trends report Explores the major themes and trends currently shaping the market through analysis, articles and interviews.

IPO destination guide Helps you to determine which capital market or listing zone, stock exchange and segment will support your company’s strategy.

EY’s guide to going public Guides you through the critical factors that go into a successful initial public offering and the EY IPO value journey.

Investor Relations Exploring how investor relations is organised in companies pre and post IPO.

IPO: With you all the way Reflects upon the various areas that need to be considered in your preparation for an IPO.

Disclaimer: This analysis excludes IPOs listed on the SME platform.

PE backed IPOs– India Trendbook 2018

31

About EY’s Investor Relations Practice

Why Investor Relations Absence of visibility has its downsides

Incomplete information fosters uncertainty

Uncertainty creates risk

Risk motivates investors to demand a higher rate of return

Results in a higher cost of capital and lower security prices

Investor access and education is the key: ►► Globalization and coverage of companies by analysts all over the world ►► Consolidation/alliances: What it means for your firm, be aware of trends in competition ►► Better valuations ►► Higher liquidity for shares ►► Showcases a good story to investor community

Why Investor Relations Information required vs. available information

What investors want

What companies provide

►► Assess a company’s future performance

►► Detailed financial statements

►► Get a sense of real growth potential

►► Some firms give guidance

►► Determine value of intangibles

►► “Inflated” market share whenever given

►► Get a big-picture, beyond the company’s financials

►► Enough information to meet regulatory requirements

►► Assess value on non-financial information ►► Assess value of peer comparisons ►► Get the right information fast enough ►► Determine a company’s market share

PE backed IPOs– India Trendbook 2018

33

Proposition and services offered

High value investor relations advisory and research help the businesses to improve their visibility and access to the capital markets

Services offered ►► Design and establish an appropriate IR program

EY’s Investor relations practice is grounded in the fundamental equation:

that help the clients meet the rigorous demands of the financial community

+ =

Company’s financial performance

►► Draws upon our experience in establishing IR

programs to bring together a range of ongoing IR support services

►► Our experience with investor and analyst perspec-

How that performance is interpreted by the investment community

tives, coupled with our proven methodology helps drive shareholder value for our clients

Company’s equity value IR’s build process Where does the IR function stand compared to the best practices?

What should the IR capability look like?

As – is Assessment

Project kick-off

4 weeks

Assess current IR state and align with best practices

Understand business needs, IR vision/ strategy

How should IR capability be designed and implemented?

Design and build IR function

How should ongoing activities in the IR function be managed?

Ongoing run support

4 weeks

TBD

IR Function Definition IR Master Plan design and implementation Knowledge Transfer

IR Governance - Support

IR Governance Definition Management Review

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PE backed IPOs– India Trendbook 2018

EY’s

competencies

Real-world skills and experience of research, corporate investor relations and capital markets

Full-service high-value offering

EY’s competencies Measureable performance

Disclaimer: This analysis excludes IPOs listed on the SME platform.

Core team comprising of MBAs/CAs, rich in experience

PE backed IPOs– India Trendbook 2018

35

About EY’s Private Equity Services Practice

About EY’s Private Equity Services Practice EY has been working with the private equity industry for more than 25 years, with approximately 25,000 seasoned professionals worldwide dedicated to the industry and its business issues. EY serves 74% of the top 300 PE firms included in the Global PEI 300 firms list. Private equity firms, portfolio companies and investment funds face complex challenges. They are under pressure to deploy capital amid geopolitical uncertainty, increased competition, higher valuations and rising stakeholder expectations.

Successful deals depend on the ability to move faster, drive rapid and strategic growth and create greater value throughout the transaction life cycle. EY taps its global network to help source deal opportunities and combines deep sector insights with the proven, innovative strategies that have guided the world’s fastest growing companies.

world. EY has 16 offices spread across 10 cities in India.

Worldwide, our 247,570 people across 150+ countries and 700+ cities are united by our shared values and their unwavering commitment to quality. ►► EY’s India Private Equity Services Practice has been

among the top advisors for private equity deals over the past ten years. EY has been awarded the “Most Active Transaction Advisor” award by Venture Intelligence for 2009-2013 and also the “Investment Bank of the Year, Private Equity” award by VC Circle in 2012 and 2017.

►► EY’s India Private Equity Services Practice provides val-

ue to PE funds and their portfolio companies through its deep sector and service expertise. EY India is organized around key industry verticals in a matrix structure that enables us to offer an unparalleled blend of industry expertise and functional skills. We actively track about 15 sectors with sector leads driving our penetration in each of those sectors.

In India, EY is among the leading providers of advisory, tax, transactions and assurance services. The organization is also the number one professional services brand* in India, which is a testimony to our relentless commitment to deliver exceptional client service and create a better working

EY has been ranked as #1 Financial Advisor for over a decade across Mergermarket, Thomson Reuters and Bloomberg**.

Our position as the foremost M&A advisor in the Indian mid-market enables us to create a robust deal origination pipeline for our PE/VC clients, acting as the tip of the spear of what is India’s dominant PE Services practice.

Merger market

Thomson Reuters

Bloomberg 38

40

41 29

43

28

29

33

24 19

18

12

2014

2015

2016

2017

18

2014

34

34

49

39

21

20

19

2015

2016

2017

21

26 21 15

2014

2015

EY

2016

2017

Closest compete

►► # 1 advisor on deal count in Financial advisory league tables across databases ►► Consistently maintaining a significant lead from closest compete ►► Adjudged as the Investment Bank of the Year at the VC Circle Awards 2017

PE backed IPOs– India Trendbook 2018

37

EY services for Private Equity We offer an array of services to Private Equity funds and their portfolio/investee companies through our various service lines.

Partners (Personal tax)�

Fund assurance (Assurance and Tax Structuring)

Fund Raising (Audit of fund performance)

Funds Transaction Advisory Services

Buyside advisory (M&A and valuations, Fraud, Investigation and Dispute Services)

Portfolio Services

Exit readiness (IPO, GAAP Conversion, SOX Compliance, VDD, Sale Mandates, Clause 49)

Distressed (Bank intermediary, working capital, cost reduction)

Assurance (Assurance, Tax Compliance, Risk Management, Corporate Governance Advisory, Internal Audits and Fraud reviews)

A

Operating model and automation Alternative asset managers need to drive efficiency through multi-year target operating models and infrastructure strategies to remain competitive. These align with strategic growth plans by leveraging vendor and service provider activities. EY defines and monitors data analytics and key performance indicators to annually assess data governance and risk against these target models.

38

PE backed IPOs– India Trendbook 2018

Transition (Transaction Integration, GAAP Conversion, Governance, Controls Assessment, MIS Development, Process Advisory, Standard Operating Procedures) Growth (Strategic Options, Technology Security, IT Strategy, Operational Improvement, Market Entry Options & WCM)

B

Global compliance Deal and reporting origination� Large asset managers have hundreds of non-US legal entities in multiple countries and continually create new ones – all with different compliance obligations. Many are outsourced and require local knowledge. EY gathers the data, leverages local EY teams familiar with accounting and tax laws, performs data analytics to identify trends, risks and opportunities and monitors filing requirements.

Buyside support (Financial Due Diligence, Tax Structuring and Diligence, Business DD, Environmental Compliance,CDM Human Capital, Valuations)

Large asset managers have hundreds of non-US legal entities in multiple countries and continually create new ones – all with different compliance obligations. Many are outsourced and require local knowledge. EY gathers the data, leverages local EY teams familiar with accounting and tax laws, performs data analytics to identify trends, risks and opportunities and monitors filing requirements.

Integrated due diligence

Value creation�

Exit readiness and IPO

Private equity firms conduct diligence on assets across strategic, financial, tax, operational and HR issues. Firms historically used issue-based advisors, managing different parties and consolidating findings at the end of the process.

Employing EY’s integrated diligence approach at the early stages of a transaction provides more effective, comprehensive diligence on an asset, giving firms a distinct competitive advantage.

Private-equity firms face increasing pressure to attract fresh capital. This requires generating greater investment returns and demonstrating a consistent track record in creating value in their portfolio. EY’s value creation solution addresses these challenges across all five stages of the deal life cycle, including deal origination, diligence, inception, optimization and exit strategy.

Private equity firms must plan exits rigorously in order to successfully monetize their investment during the exit process in today’s challenging environment.

Executives must identify key shortand long-term priorities prior to undertaking an IPO or alternative transaction. EY can advise deal teams and portfolio companies on exit alternatives, assess exit readiness, prepare a business for exit/IPO and create a value story for targeted buyers.

Delivering issue-based solutions to the entire PE enterprise EY has established six distinct solutions reflecting the holistic set of challenges that PE firms face across all levels of the organization – the management company, the funds, and their portfolio companies.

Operating model and automation

Global compliance and reporting

Deal origination

Alternative asset managers need to drive efficiency through multiyear target operating models and infrastructure strategies to remain competitive. These align with strategic growth plans by leveraging vendor and service provider activities. EY defines and monitors data analytics and key performance indicators to annually assess data governance and risk against these target models.

Large asset managers have hundreds of non-US legal entities in multiple countries, and continually create new ones – all with different compliance obligations. Many are outsourced and require local knowledge. EY gathers the data, leverages local EY teams familiar with accounting and tax laws, performs data analytics to identify trends, risks and opportunities and monitors filing requirements.

The intense competition for a limited number of deals raises stakes to win for private equity firms. A proprietary investment approach, driven by sector insights, enables firms to confidently place winning bids that generate appropriate returns.

EY’s global origination team turns opportunities into actionable strategies. Our proprietary knowledge and advanced analytics help develop strategic capital options to help firms achieve success.

Integrated due diligence

Value creation

Exit readiness and IPO

Private equity firms conduct diligence on assets across strategic, financial, tax, operational and HR issues. Firms historically used issue-based advisors, managing different parties and consolidating findings at the end of the process. Employing EY’s integrated diligence approach at the early stages of a transaction provides more effective, comprehensive diligence on an asset, giving firms a distinct competitive advantage.

Private-equity firms face increasing pressure to attract fresh capital. This requires generating greater investment returns and demonstrating a consistent track record in creating value in their portfolio. EY’s value creation solution addresses these challenges across all five stages of the deal life cycle, including deal origination, diligence, inception, optimization and exit strategy.

Private equity firms must plan exits rigorously in order to successfully monetize their investment during the exit process in today’s challenging environment.

Executives must identify key shortand long-term priorities prior to undertaking an IPO or alternative transaction. EY can advise deal teams and portfolio companies on exit alternatives, assess exit readiness, prepare a business for exit/IPO and create a value story for targeted buyers.

PE backed IPOs– India Trendbook 2018

39

Focused advisory solutions for private equity backed portfolio companies

40

IPO readiness: The first step in the IPO value journey

EY’s IPO readiness service is the first step in what we describe as the “IPO value journey” and is designed to guide the client through a successful transformation from private to public status. Achieving readiness will ensure a strong debut in the capital markets. Getting IPO readiness right means implementing change throughout the business, organization and the corporate culture. As a public company, the client will be subject to increased filing requirements, transparency, compliance, scrutiny by investors and analysts and overall accountability for delivering on promises. Successful businesses start to prepare typically 12 to 24 months before the IPO — in many cases with an IPO readiness assessment.

Performance improvement

Depending on objectives and business context, EY helps the client develop a combination of short-term and long-term strategies to reduce costs, optimize process and bring in efficiency and effectiveness across all layers of business to deliver positive impact on EBITDA by ensuring optimal utilization of both tangible and intangible resources.

Analytics: Generate insights to make smarter, faster decisions

EY helps clients build data and information strategies using various analytics tools to deal with big data to address various areas of business, ranging from opportunity sizing and feasibility, operations and customer modelling, executive decision making, merger acquisition and valuation. EY helps across the capability value chain ranging from strategy, implementation, hosting and running the analytics functions.

Growth Navigator: Achieving your growth ambitions

Having a broader perspective on the drivers of growth in your business and finding innovative ways to accelerate and sustain that growth can give you a competitive advantage.

That’s why we’ve developed EY Growth Navigator™, an interactive experience that uses the EY 7 Drivers of Growth to help you and your leadership team assess your business’s current and aspirational position, and create a strategic road map to help you get there.

Route to Market (RTM): Deliver a successful strategy for your business

EY identifies focused opportunities for optimizing cost and growth after full assessment; designs new RTM, including different approaches for different segments (customers, regions, seasonal demand); identifies the optimal concessionaires’ model taking into account different distribution approaches; and supports the implementation of the RTM by providing IT specs and additional services (e.g., stock management options).

Cyber security

EY assists internal teams to build cyber awareness and conduct company-wide training, as well as training of board of directors. EY supports in building regulations and compliance requirements with audit and readiness services. EY helps transform the security program and integrate information security and IT risk across the enterprise as well as help implement globalized data protection strategies to protect information that matters, while considering regulatory and industry compliances.

PE backed IPOs– India Trendbook 2018

Notes

PE backed IPOs– India Trendbook 2018

41

Our pan-India presence Chandigarh

Delhi NCR

Ahmedabad

Kolkata Jamshedpur

Mumbai Pune

Hyderabad

Bengaluru

Chennai

Kochi

42

PE backed IPOs– India Trendbook 2018

Disclaimer: This analysis excludes IPOs listed on the SME platform.

Our offices Ahmedabad 2nd floor, Shivalik Ishaan Near C.N. Vidhyalaya Ambawadi Ahmedabad - 380 015 Tel: + 91 79 6608 3800 Fax: + 91 79 6608 3900 Bengaluru 6th, 12th & 13th floor UB City, Canberra Block No.24 Vittal Mallya Road Bengaluru - 560 001 Tel: + 91 80 4027 5000

+ 91 80 6727 5000

+ 91 80 2224 0696 Fax: + 91 80 2210 6000 Tower C, 3rd Floor, RMZ Infinity, Municipal No. 3, Old Madras Road, Survey No: 1477/2 & 10, Benniganahalli, K.R. Puram, Bengaluru, Karnataka 560016 Tel: +91 80 6727 5000 Fax: +91 80 2222 9914

Delhi NCR Golf View Corporate Tower B Sector 42, Sector Road Gurgaon - 122 002 Tel: + 91 124 464 4000 Fax: + 91 124 464 4050

Kolkata 22 Camac Street 3rd Floor, Block ‘C’ Kolkata - 700 016 Tel: + 91 33 6615 3400 Fax: + 91 33 2281 7750

3rd & 6th Floor, Worldmark-1 IGI Airport Hospitality District Aerocity, New Delhi - 110 037 Tel: + 91 11 6671 8000 Fax + 91 11 6671 9999

Mumbai 14th Floor, The Ruby 29 Senapati Bapat Marg Dadar (W), Mumbai - 400 028 Tel: + 91 22 6192 0000 Fax: + 91 22 6192 1000

4th & 5th Floor, Plot No 2B Tower 2, Sector 126 NOIDA - 201 304 Gautam Budh Nagar, U.P. Tel: + 91 120 671 7000 Fax: + 91 120 671 7171 Hyderabad Oval Office, 18, iLabs Centre Hitech City, Madhapur Hyderabad - 500 081 Tel: + 91 40 6736 2000 Fax: + 91 40 6736 2200

Chandigarh 1st Floor, SCO: 166-167 Sector 9-C, Madhya Marg Chandigarh - 160 009 Tel: +91 172 331 7800 Fax: +91 172 331 7888

Jamshedpur 1st Floor, Shantiniketan Building Holding No. 1, SB Shop Area Bistupur, Jamshedpur – 831 001 Tel: +91 657 663 1000 BSNL: +91 657 223 0441

Chennai Tidel Park, 6th & 7th Floor A Block (Module 601,701-702) No.4, Rajiv Gandhi Salai Taramani, Chennai - 600 113 Tel: + 91 44 6654 8100 Fax: + 91 44 2254 0120

Kochi 9th Floor, ABAD Nucleus NH-49, Maradu PO Kochi - 682 304 Tel: + 91 484 304 4000 Fax: + 91 484 270 5393

Disclaimer: This analysis excludes IPOs listed on the SME platform.

5th Floor, Block B-2 Nirlon Knowledge Park Off. Western Express Highway Goregaon (E) Mumbai - 400 063 Tel: + 91 22 6192 0000 Fax: + 91 22 6192 3000 Pune C-401, 4th floor Panchshil Tech Park Yerwada (Near Don Bosco School) Pune - 411 006 Tel: + 91 20 6603 6000 Fax: + 91 20 6601 5900

PE backed IPOs– India Trendbook 2018

43

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EYIN1806-005 ED None This publication contains information in summary form and is therefore intended for general guidance only. It is not intended to be a substitute for detailed research or the exercise of professional judgment. Neither Ernst & Young LLP nor any other member of the global Ernst & Young organization can accept any responsibility for loss occasioned to any person acting or refraining from action as a result of any material in this publication. On any specific matter, reference should be made to the appropriate advisor.

Contacts Private Equity Services Practice Vivek Soni

Dilip Dusija

Partner and National Leader E: Vivek.Soni@in.ey.com

Associate Partner E: Dilip.Dusija@in.ey.com

Narendra Rohira

Nachiket Deo

Partner, Transaction Tax E: Narendra.Rohira@in.ey.com

Partner, Transaction Tax E: Nachiket.Deo@in.ey.com

Subramaniam Krishnan Partner, Tax & Regulatory Services E: Subramaniam.Krishnan@in.ey.com

IPO Advisory Practice Sandip Khetan

Vish Dhingra

Partner and National Leader FAAS E: Sandip.Khetan@in.ey.com

Partner and National IPO Leader E: Vish.Dhingra@in.ey.com

Jigar Parikh

Charanjit Attra

Partner E: Jigar.Parikh@in.ey.com

Partner E: Charanjit.Attra@in.ey.com

Veenit Surana Director E: Veenit.Surana@in.ey.com

Investor Relations Practice Jill Deviprasad Partner E: Jill.Deviprasad@in.ey.com

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Research and Insights Allwyn D’Souza Manager E: Allwyn.Dsouza@in.ey.com

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EY India

Jerin Verghese

Pooja Bhalla Mathur

Associate Director E: jerin.verghese@in.ey.com

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Shreya Sabharwal

Shreya Sharma

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