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THESE MATERIALS ARE NOT DIRECTED AT OR INTENDED TO BE ACCESSED BY PERSONS LOCATED IN THE UNITED STATES. THESE MATERIALS ARE BEING MADE AVAILABLE ON THIS WEBSITE BY IDEA CELLULAR LIMITED (THE “COMPANY”) TO COMPLY WITH SECURITIES AND EXCHANGE BOARD OF INDIA (ISSUE OF CAPITAL AND DISCLOSURE REQUIREMENTS) REGULATIONS, 2009, AS AMENDED (THE “SEBI REGULATIONS”).
Please read this disclaimer carefully - it applies to all persons who view this site.This disclaimer applies to the preliminary placement document (the “Preliminary Placement Document”) for the issue of equity share of the Company (“Equity Shares”) filed with the BSE Limited (“BSE”) and the National Stock Exchange of India Limited (“NSE” and together with BSE, the “Stock Exchanges”). You are advised to read this disclaimer carefully before reading, accessing or making any other use of the Preliminary Placement Document. By accessing the Preliminary Placement Document, you agree to follow the following terms and conditions, including any modifications to them from time to time.
The placement and distribution of this Preliminary Placement Document, dated February 14, 2018 is being done in reliance on Chapter VIII of the SEBI Regulations and Section 42 of the Companies Act, 2013 and the rules thereunder. The Preliminary Placement Document is not intended to constitute an offer or a solicitation or invitation of an offer to subscribe to the Equity Shares to any person or class of investors other than qualified institutional buyers (as defined under Regulation 2(1)(zd) of the SEBI Regulations) within or outside India. Making the Placement Document available in electronic format on this website does not constitute an offer to sell or the solicitation of an offer to buy securities in the Company in any jurisdiction.
The materials placed herein (the “Materials”) are so placed pursuant to the SEBI Regulations and are not intended to nor constitute an invitation to subscribe or a solicitation to offer to subscribe to the securities referred therein. Unless a pre-numbered Preliminary Placement Document accompanied by an application form is addressed to a specific person inviting such person to make a bid through such application form, no offer and/or invitation of offer shall be deemed to have been made.Unless otherwise determined by the Company and permitted by applicable law and regulation, it is not intended that any offering of securities by the Company would be made directly or indirectly, in or into, the United States, except pursuant to an exemption from registration as described below.
The securities being referred to herein have not been, and will not be, registered under the U.S. Securities Act of 1933, as amended, or any U.S. state securities laws. Accordingly, subject to certain exceptions, such securities may not be offered, sold or otherwise transferred in or into the United States. The information and document contained behind these screens should not be viewed by any person resident or physically located in the United States.
The placement referred to herein is being made in reliance upon Chapter VIII of the SEBI Regulations and Section 42 of the Companies Act, 2013 and the rules made thereunder. This Preliminary Placement Document is personal to each prospective investor and does not constitute an offer or invitation or solicitation of an offer to the public or any other person or class of investors within or outside India other than qualified institutional buyers, as defined in the SEBI Regulations.
THIS PRELIMINARY PLACEMENT DOCUMENT HAS NOT BEEN AND WILL NOT BE REGISTERED AS A PROSPECTUS OR A STATEMENT IN LIEU OF A PROSPECTUS WITH ANY WITH THE REGISTRAR OF COMPANIES IN INDIA AND IS NOT AND SHOULD NOT BE CONSTRUED AN OFFERING CIRCULAR, AN OFFERING MEMORANDUM, AN ADVERTISEMENT, AN OFFER OR AN OFFER DOCUMENT UNDER THE COMPANIES ACT, 2013, THE SEBI REGULATIONS OR ANY OTHER APPLICABLE LAW IN INDIA. THE PRELIMINARY PLACEMENT DOCUMENT SHALL BE FILED AS A PRIVATE PLACEMENT OFFER LETTER WITH THE REGISTRAR OF COMPANIES, GUJARAT AT AHMEDABAD AND SHALL ALSO BE SUBMITTED TO THE STOCK EXCHANGES AND SECURITIES AND EXCHANGE BOARD OF INDIA. THE PRELIMINARY PLACEMENT DOCUMENT HAS NOT BEEN AND WILL NOT BE REVIEWED OR APPROVED BY ANY REGULATORY AUTHORITY IN INDIA, INCLUDING THE SECURITIES AND EXCHANGE BOARD OF INDIA, THE RESERVE BANK OF INDIA, ANY REGISTRAR OF COMPANIES IN INDIA OR ANY STOCK EXCHANGE IN INDIA.
The Preliminary Placement Document will not be circulated or distributed to the public in India or any other jurisdiction, and will not constitute a public offer in India or any other jurisdiction.
You acknowledge that the access to the Preliminary Placement Document is intended for use by you only and you agree not to forward the Preliminary Placement Document on to any other person, internal or external to your company, in whole or in part, or otherwise provide access via e-mail or otherwise to any other person.
Neither the Company nor, DSP Merrill Lynch Limited and Citigroup Global Markets India Private Limited (the “Global Coordinators and Book Running Lead Managers” or “GCBRLMs”), nor any of their respective affiliates, accept any liability whatsoever, direct or indirect, that may arise from the use of the information contained on this website. Access to this website does not constitute a recommendation by the Company, the GCBRLMs, any of their respective affiliates, or any other party to subscribe to or buy or sell the Equity Shares.
Please note that because of restrictions imposed by law on soliciting securities business in various jurisdictions, subscription to the issue will not be permitted to residents of certain jurisdictions. The Preliminary Placement Document is not intended for distribution to, or use by, any person or entity in any jurisdiction or country where (a) distribution or use of such information would be contrary to law or regulation; or (b) the Company would by virtue of such distribution become subject to new or additional registration requirements. You must satisfy yourself that you are not subject to any local requirements which prohibit or restrict you from accessing these materials.
INVESTING IN THE EQUITY SHARES DESCRIBED IN THE PRELIMINARY PLACEMENT DOCUMENT PRESENTED HEREIN INVOLVES RISKS AND YOU SHOULD NOT INVEST ANY FUNDS IN THE EQUITY SHARES UNLESS YOU ARE PREPARED TO RISK LOSING ALL OR PART OF YOUR INVESTMENT. YOU ARE ADVISED TO CAREFULLY READ THE RISK FACTORS AND THE OTHER INFORMATION CONTAINED IN THE PRELIMINARY PLACEMENT DOCUMENT PRESENTED HEREIN BEFORE MAKING AN INVESTMENT DECISION. YOU ARE ADVISED TO CONSULT YOUR OWN ADVISORS ABOUT THE PARTICULAR CONSEQUENCES OF INVESTING IN THE EQUITY SHARES DESCRIBED IN THE PRELIMINARY PLACEMENT DOCUMENT.
This disclaimer and the Preliminary Placement Document are intended for your information only and may contain legally privileged and/or confidential information. You are hereby notified that any dissemination, distribution or copying of the Preliminary Placement Document is strictly prohibited.You are reminded that documents transmitted in electronic form may be altered or changed during the process of transmission and consequently neither the Company, GCBRLMs nor any of its affiliates nor their directors, officers and employees accepts any liability or responsibility whatsoever in respect of alterations or changes which may have taken place during the course of transmission of the Preliminary Placement Document in electronic format. Any other information contained in, or that can be accessed via our website does not constitute a part of the Preliminary Placement Document.
You are responsible for protecting against viruses and other destructive items. You are accessing this website at your own risk and it is your responsibility to take precautions to ensure that it is free from viruses and other items of a destructive nature.
You are reminded that you are accessing the Preliminary Placement Document on the basis that you are a person into whose possession this Preliminary Placement Document may be lawfully delivered in accordance with the laws of the jurisdiction in which you are located. If this is not the case or if you do not agree to the terms contained in this notice, then you must not access the Preliminary Placement Document and you must destroy any copies of the Preliminary Placement Document in your possession.
You are reminded that you are accessing the Preliminary Placement Document on the basis that you have read and understood the disclaimer set out above. If you do not agree to the terms contained in this notice, then you must not access the Preliminary Placement Document and you must destroy any copies of the Preliminary Placement Document in your possession.
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By clicking on "I confirm", you are further confirming that you shall not base any investment decision on the information contained herein and you agree that the information contained herein is not an offer to the public or to any other class of investors.
The documentation contained in these pages is posted solely to comply with Indian legal and regulatory requirements. Making the information contained herein available in electronic format does not constitute an offer to sell, the solicitation of an offer to buy, or a recommendation to buy or sell securities of the Company in the United States or in any other jurisdiction, including without limitation, India.
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