Going by the current demand and the strong pipeline of issues, QIPs are the latest revolution in the capital markets. Although all issues so far have been straightforward equity issuances, merchant bankers say convertible issues will be on their way. Kotak Mahindra Capital, which handled the two biggest issues in this category, believes QIPs, along with book-building, are the biggest product introductions in the primary markets since 1999.
The main reason issuers preferred overseas markets earlier was the tedious and time-consuming process involved with secondary issues in India. Follow-on public offerings (FPOs) and rights issues can take as much as four months because almost all the procedures including documentation and regulatory approval are similar to an initial public offering (IPO). Besides, in the case of FPOs and rights issues, retail investors also have to be catered to. The problem is that the issue would have to be at a discount to the prevailing market price, or else retail investors wouldn’t participate in the issue; they would rather buy from the market. The other option, preferential allotments, carries a one-year lock in for investors. Due to the price risk involved, there are few takers among institutional investors for preferential allotments.
QIPs do not have a lock-in — the only stipulation is investors must not liquidate their holding through off-market transactions. Besides, no prior regulatory approval is required for a QIP issue document placed with institutional investors, hence, the time taken for the completion of an issue is lower. Zia Mody, AZB Partners, explains the rationale for lesser regulation: “The understanding is that since such an issue is made with sophisticated investors, the same level of regulation for public issues involving retail investors is not required.” Further, pricing need not be at a significant discount to the prevailing market price, since institutional investors would be content with assured allotment at current market rates. In fact, merchant bankers point out that in the QIP issues, the pricing has been almost at par with prevailing market prices.
Arun Natarajan is the Founder of Venture Intelligence, which tracks private equity and venture capital in India and Indian-founded companies worldwide. View sample issues of Venture Intelligence India newsletters and reports.