ANTONY WASTE HANDLING CELL LIMITED

 Antony Waste Handling Cell Limited: Offer to open on Wednesday, March 4, 2020 and to close on Friday, March 6, 2020

Price Band – Rs. 295 – Rs. 300 per Equity Share of face value of Rs. 5 each

The minimum Bid lot is 50 Equity Shares and in multiples of 50 Equity Shares thereafter

Antony Waste Handling Cell Limited (the “Company”) proposes to open on Wednesday, March 4, 2020, an initial public offering (“IPO”) of equity shares of face value of Rs. 5 each (the “Equity Shares”) for cash at a Price Band from Rs. 295 per Equity Share to Rs. 300 per Equity Share consisting of a fresh issue of Equity Shares aggregating up to Rs. 350 million and an Offer for Sale of up to 5,700,000 Equity Shares comprising up to 1,390,322 Equity Shares by Leeds (Mauritius) Limited; up to 2,085,502 Equity Shares by Tonbridge (Mauritius) Limited; up to 769,917 Equity Shares by Cambridge (Mauritius) Limited; and up to 1,454,259 Equity Shares by Guildford (Mauritius) Limited.

The Bid/Offer will close on Friday, March 6, 2020. Bids can be made for a minimum lot of 50 Equity Shares and in multiples of 50 Equity Shares thereafter.

The Equity Shares are proposed to be listed on the BSE and NSE.

The Company proposes to utilise the Net Proceeds towards: 1. Reduction of the consolidated borrowings of the Company by infusing debt in its Subsidiary – AG Enviro Infra Projects Private Limited for repayment / prepayment of portion of their outstanding indebtedness to the extent of Rs.300million; and; 2. General corporate purposes.

Further, the Company expects that the benefits of listing of Equity Shares will be to enhance visibility and brand image and provide liquidity to Shareholders.

Equirus Capital Private Limited is the sole Book Running Lead Manager (“BRLM”) to the Issue .

Not more than 50% of the Issue shall be allocated on a proportionate basis to Qualified Institutional Buyers (“QIB Portion”).The Company and the Selling Shareholders, in consultation with the BRLM, may allocate up to 60% of the QIB Portion to Anchor Investors on a discretionary basis (“Anchor Investor Portion’’). Further, not less than 15% of the Issue shall be available for allocation on a proportionate basis to Non-Institutional Bidders and not less than 35% of the Issue shall be available for allocation to Retail Individual Bidders in accordance with the SEBI ICDR Regulations, subject to valid Bids being received at or above the Issue Price. All potential Bidders, other than Anchor Investors, shall only participate in the Issue through the Application Supported by Blocked Amount (“ASBA”) process providing details of their respective bank account which will be blocked by the SCSBs.

Part of the ‘Antony’ group, which has diversified business interests, including in the automotive body-building and ancillary industries, the Company is one of the top five players in the Indian MSW (“Municipal Solid Waste”) management industry with an established track record of 17 years, providing full spectrum of MSW services which includes solid waste collection, transportation, processing and disposal services across the country, primarily catering to Indian municipalities. It is among the select few who have pioneered in MSW collection and transportation sector. It is among the key players in landfill construction and management sector with in-house expertise for landfill construction along with its management. It is also present in the emerging sector of MSW management in India which is Waste to Energy (“WTE”) (Source: Frost & Sullivan Report).

The Company primarily undertakes: (i) MSW Collection & Transportation (C&T) projects which involve door to door collection of MSW from households, slums, commercial establishments and other bulk-waste generators (community bins) from a designated area through primary collection vehicles like compactors, dumper placers and tippers and transportation of these materials, to the processing facility, transfer station or a landfill disposal site.; (ii) MSW processing projects which involves sorting and segregating the waste received from MSW C&T, followed by composting, recycling, shredding and compressing into RDF, as required; and (iii) mechanized sweeping projects which involve deploying of power sweeping machines, manpower, comprehensive maintenance, consumables, safe disposal of the waste and any other items required for completion of the cleaning operation of the designated areas, through itself and/or its Subsidiaries .

Having undertaken more than 25 projects as of January 1, 2020, of which 17 are ongoing, the Company has demonstrated track-record as a comprehensive service provider equipped with the resources to handle large-scale projects for municipalities as well as private players. Its portfolio of 17 ongoing projects as on January 1, 2020, comprised eleven MSW C&T projects, two MSW processing (including WTE) project and four mechanized sweeping projects. All the 17 ongoing projects have started generating revenue. It is currently undertaking projects for the Municipal Corporation of Greater Mumbai (“MCGM”), the Navi Mumbai Municipal Corporation , the Thane Municipal Corporation , Pimpri Chinchwad Municipal Corporation , the North Delhi Municipal Corporation , the Mangalore Municipal Corporation , New Okhla Industrial Development Authority , Nagpur Municipal Corporation  and the Greater Noida Industrial Development Authority . The Company is also currently undertaking a project for Jaypee International Sports. In the past, the Company has also undertaken projects for Municipal Corporation of Delhi , Municipal Corporation, Gurgaon , Ulhasnagar Municipal Corporation  Amritsar Municipal Corporation , Kalyan Dombivali Municipal Corporation  and Jaipur Municipal Corporation .

Construction and maintenance of sanitary landfills is a long-term opportunity in India. Landfills are seen as vital component in the integrated management of solid waste for cities having population more than 1 Million. Kanjurmarg site in Mumbai is a key success story of scientific landfill in India. It is one of the largest single location waste processing plants in Asia. (Source: Frost & Sullivan Report). The Company was awarded Kanjurmarg landfill project by MCGM in the Fiscal 2010. The project involves, inter alia, design, construction, operation and maintenance of integrated waste management facilities on DBOOT basis. It is being undertaken by Antony Lara Enviro Solutions Private Limited (“ALESPL”), which is a joint-venture between the Company and Lara Central De Tratamento De Residuos Limited. As on December 31, 2019, the site has a bio-reactor landfill with a capacity of 4,000 TPD, and a sanitary landfill of 250 TPD. Moreover, the site also has a material recovery and compost facility with a capacity of 1,000 TPD. As of December 31, 2019, it had processed approximately 6.17 million metric tons of waste at the Kanjurmarg site since Fiscal 2010. Further, as on December 31, 2019, its subsidiary ALESPL has been operating a 0.4 MW landfill gas-to-energy plant at Kanjurmarg facility since the year 2014, which has been upgraded to 1.37 MW with the electricity produced being used for internal consumption.

The Company is driven by Promoters, each having an experience of more than 19 years in the solid waste management industry and a qualified and dedicated management team. The Promoters, namely Jose Jacob Kallarakal and Shiju Jacob Kallarakal, have been associated with the Company since its incorporation and have played a significant role in the development of the business. As of January 1, 2020, the Company had a fleet of 1,089 vehicles and 6,579 full-time employees, on a consolidated basis. The Company received the “Municipal Waste Management Market Leadership Award 2009” from Frost & Sullivan and “Certificate of Excellence-2013” for Solid Waste Management Projects by Confederation of Indian Industry.

For Fiscals 2017, 2018 and 2019 and the six-month period ended September 30, 2019, as per the Restated Financial Statements, the total revenues from operations were ₹ 2,757.69 million, ₹ 2,761.36 million and ₹ 2,836.89 million and ₹ 2,186.24 million, respectively. The profit after tax for Fiscals 2017, 2018 and 2019 and the six-month period ended September 30, 2019, as per the Restated Financial Statements, were ₹ 410.39 million, ₹ 398.84 million and ₹ 344.23 million and ₹ 378.43 million, respectively. From Fiscal 2017 to Fiscal 2019, as per the Restated Financial Statements, the EBITDA increased from ₹ 802.41 million to ₹ 910.05 million, representing a CAGR of 6.50%.

All capitalized terms used herein and not defined shall have the same meaning ascribed to it in the RHP.

Disclaimer

Antony Waste Handling Cell Limited is proposing, subject to, applicable statutory and regulatory requirements, receipt of requisite approvals, market conditions and other considerations, to make an initial public offering of its Equity Shares and has filed the RHP with RoC on February 27, 2020. The RHP shall be available on the websites of SEBI, BSE and NSE at www.sebi.gov.in, www.bseindia.com and www.nseindia.com, respectively, and is available on the website of the BRLM, i.e., www.equirus.com. Potential investors should note that investment in equity shares involves a high degree of risk and for details relating to the same, please see the section entitled “Risk Factors” beginning on page 21 of the RHP. Potential investors should not rely on the DRHP for making any investment decision.

This announcement does not constitute an offer of Equity Shares for sale in any jurisdiction, including the United States, and the Equity Shares may not be offered or sold in the United States absent registration under the U.S. Securities Act of 1933 or an exemption from registration. Any public offering of the Equity Shares to be made in the United States will be made by means of a prospectus that may be obtained from the Company and that will contain detailed information about the Company and its management, as well as financial statements. However, the Equity Shares are not being offered or sold in the United States.