07-Jan Jan-2019

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1 Public Issue of Secured Redeemable Non-Convertible Debentures Issue Opens on 07-Jan Issue Closes on 31-Jan Brief Introduction of the Company: The company was incorporated in the year 1979 and is registered as a Deposit taking NBFC with Reserve Bank of India under section 45IA of the Reserve Bank of India Act, They are a part of the SHRIRAM conglomerate which has significant presence in financial services viz., commercial vehicle financing business, consumer finance, life and general insurance, stock broking, chit funds and distribution of financial products such as life and general insurance products and units of mutual funds. STFC decided to finance the much neglected Small Truck Owner. Shriram understood the power of Aspiration much before marketing based on Aspiration became fashionable. Shriram started lending to the Small Truck Owner to buy new trucks. But we found a mismatch between the Aspiration and Ability. The Truck Operator was honest but the Equity at his command was not sufficient to support the credit levels required to buy a new truck. With a track record of about 37 years in this business, they are among the leading organized finance provider for the commercial vehicle industry with a focus to provide various credit facilities to STOs. They have also added passenger commercial vehicles, multi-utility vehicles, three wheelers, tractors and construction equipment to their portfolio, making us a diversified, end to end provider of finance solutions to the domestic road logistics industry. Besides financing commercial vehicles (both new and pre-owned) they also extend finance for tires, engine replacement and working capital. They also provide ancillary services such as freight bill discounting besides offering co-branded credit cards. They have pan-india presence through their widespread network of branches has helped in their overall growth over the years. As on December 31, 2017 we had 1,121 branches, 930 rural centres and tie up over 500 private financiers across the country. As on December 31, 2017 their total employee strength was 22,967, including more than 14,497 product executives and credit executives who are colloquially referred to as their field force.... Application Forms will be available on Call Toll Free

2 They have demonstrated consistent growth in their business and profitability. Their assets under management have grown by a compounded annual growth rate (CAGR) of 12.21% from Rs. 49,689 crores in FY 2013 to Rs. 78,761 crores in FY Their total income and profit after tax in FY 2017 are Rs. 10,831 crores and Rs. 1,257 crores respectively. Today they have approximately 20-25% market share in pre-owned and approximately 7-8% market share in new truck financing, with more than 17,10,000 customers Financial Summary (as per consolidated statements): Net Profit After Tax (Rs. Millions) FY 14 FY 15 FY 16 FY 17 Issue Details: Issuer/ Borrower Nature of Issue Public Issue of Secured Redeemable Non-Convertible Debentures Issue Opening Date January 7, 2019 Issue Closing Date** January 31, 2019 Issue Size Face value Issue Price (in ) Minimum Application size and in multiples of NCD thereafter Credit Rating Listing Trading Lead Managers Registrar Depositories Debenture Trustee Public Issue of secured, redeemable non-convertible debentures of face value of 1,000 each, for an amount of 200 Crores (Base Issue Size) with an option to retain over-subscription up to 500 Crores aggregating up to Tranche 3 issue limit of 700 Crorers 1,000 per NCD 1,000 per NCD 10,000 (10 NCDs) collectively across all Series and in multiple of 1,000 (1 NCD) thereafter across all Series CRISIL AA+/Stable by CRISIL and IND AA+: Outlook Stable by India Ratings and Research The NCDs are proposed to be listed on BSE and NSE. The NCDs shall be listed within six Working Days from the date of Tranche 3 Issue Closing Date. In dematerialised form only Edelweiss Financial Services Limited, Axis Bank Limited, A.K. Capital Services Limited, JM Financial Limited and Trust Investment Advisors Private Limited Integrated Registry Management Services Private Limited NSDL & CDSL Catalyst Trusteeship Limited

3 Mode of Submission of Application Forms Security and Asset Cover Through ASBA only The NCDs proposed to be issued in this Tranche 3 Issue will be secured by way of first ranking pari passu charge, with prior permission of Debenture Trustee in this connection as provided for in the Debenture Trust Deed, on the Company s identified immovable property and first ranking exclusive fixed charge on the Company s identified receivables, both present and future, for the purposes of maintaining security cover Security for the purpose of this Tranche 3 Issue will be created in accordance with the terms of the Debenture Trust Deed. The Issuer reserves the right to sell or otherwise deal with the receivables, both present and future, and provided that security cover of one (1.0) time on the outstanding principal amount and interest thereon, is maintained. ** This Tranche 3 Issue shall remain open for subscription on Working Days from 10 a.m. to 5 p.m. during the period indicated above, except that this Tranche 3 Issue may close on such earlier date or extended date as may be decided by the Board of Directors of the Company ( Board ) or the Debt Issuance Committee. In the event of an early closure or extension of this Tranche 3 Issue, the Company shall ensure that notice of the same is provided to the prospective investors through an advertisement in a daily national newspaper with wide circulation on or before such earlier or initial date of Issue closure. On the Tranche 3 Issue Closing Date, the Application Forms will be accepted only between 10 a.m. and 3 p.m. (Indian Standard Time) and uploaded until 5 p.m. or such extended time as may be permitted by the Stock Exchanges. Investment Details: Series I II III IV V VI VII Interest Rate type Fixed Fixed Fixed Fixed Fixed Fixed Fixed Frequency of Interest Payment Monthly Monthly Annually Annually Annually Cumulative Cumulative Tenor 5 years 10 years 3 years 5 years 10 years 3 years 5 years Minimum Application In Multiples of thereafter Face Value/Issue Price Coupon (%) for all Investor categories* Effective Yield (per annum) (Approx) for all Investor categories* 10,000 (10 NCDs) 1,000 (1 NCD) 1,000 (1 NCD) 9.12% 9.30% 9.40% 9.50% 9.70% NA NA 9.50% 9.70% 9.39% 9.49% 9.69% 9.40% 9.50% Redemption Amount 1,000/- 1,000/- 1,000/- 1,000/- 1,000/- 1,309.66/- 1,574.63/- Redemption Date (Years from the Deemed Date of Allotment) Mode of Interest Payment 5 years 10 years 3 years 5 years 10 years 3 years 5 years Through various options available *The initial allottees under Category III and Category IV in the proposed Tranche 3 Issue who are Senior Citizens on the Deemed Date of Allotment shall be eligible for an additional incentive of 0.25% p.a. provided the NCDs issued under the proposed Tranche 3 Issue are continued to be held by such investors under Category III and Category IV on the relevant Record Date for the relevant Interest Payment date for Series I, Series II, Series III, Series IV and/or Series V. Accordingly, the amount payable on redemption to such Senior Citizens for NCDs under series VI and Series VII is Rs. 1, and Rs.1, per NCD respectively provided the NCDs issued under the proposed Tranche 3 Issue are continued to be held by such investors under Category III and Category IV on the relevant Record Date for the relevant Redemption Payment date for Series VI and Series VII.

4 Who Can Apply? Category I (Institutional Category) 10% Category II (Non-Institutional Category) 10% Category III (High Net-worth Individual) 40% Category IV (Retail Individual Investors) 40% * Public financial institutions, scheduled commercial banks, Indian multilateral and bilateral development financial institution which are authorized to invest in the NCDs; * Provident funds, pension funds with a minimum corpus of 2,500 lakhs, superannuation funds and gratuity funds, which are authorized to invest in the NCDs; * Mutual Funds registered with SEBI * Venture Capital Funds/ Alternative Investment Fund registered with SEBI; * Insurance Companies registered with IRDA; * State industrial development corporations; * Insurance funds set up and managed by the army, navy, or air force of the Union of India; * Insurance funds set up and managed by the Department of Posts, the Union of India; * Systemically Important Non-Banking Financial Company, a nonbanking financial company registered with the Reserve Bank of India and having a net-worth of more than 50,000 lakhs as per the audited financial statements; * National Investment Fund set up by resolution no. F. No. 2/3/2005-DDII dated November 23, 2005 of the Government of India published in the Gazette of India; * Companies within the meaning of section 2(20) of the Companies Act, 2013; statutory bodies/ corporations and societies registered under the applicable laws in India and authorised to invest in the NCDs; * Co-operative banks and regional rural banks * Public/private charitable/ religious trusts which are authorised to invest in the NCDs; * Scientific and/or industrial research organisations, which are authorised to invest in the NCDs; * Partnership firms in the name of the partners; * Limited liability partnerships formed and registered under the provisions of the Limited Liability Partnership Act, 2008 (No. 6 of 2009); * Association of Persons; and * Any other incorporated and/ or unincorporated body of persons * Resident Indian individuals and Hindu Undivided Families through the Karta applying for an amount aggregating to above 10 lakhs across all series of NCDs in this Tranche 3 Issue * Resident Indian individuals and Hindu Undivided Families through the Karta applying for an amount aggregating up to and including 10 lakhs across all series of NCDs in this Tranche 3 Issue

5 Contact: North: Ms. Sarita Singh, Ext 108 (L), Andhra Pradesh & Telangana: Mr. KTPS Prasad, , Karnataka: Mr. E Srinivasan, (M), (L), esrinivasan@karvy.com West: Mr. Rahil Doshi, (M), (L), Rahil.doshi@karvy.com East: Mr. Sharat Agarwal, (M), (L), sharat@karvy.com Kerala: Mr. Rathish Nair, , ratheesh.nair@karvy.com Chennai (TN): Ms. Bhagyalakshmi D, , lakshmi.dhanasekar@karvy.com Madurai (TN): Mr. Ajith Samuel J P, , ajith.samuel@karvy.com Salem (TN): Mr. Hariharan V, , hari.haranv@karvy.com Coimbatore (TN): Mr. Gowthaman, , gowthaman.01@karvy.com Allotment on First Come First Serve Basis Important Note The Applications are to be submitted to the Members of the Syndicate and Trading Members on a timely manner so that the details can be uploaded by the closure of banking hours (5 PM) on to the Stock Exchange platform. Kindly note that uploading the bids into Electronic files of Stock Exchanges is Mandatory and application is liable to be rejected otherwise Please read the Prospectus of this issue carefully before investing in the same. Application forms will be available on Research Team PF/NCD/ /01 Ankit Choradia ankit.choradia@karvy.com Direct Ph: Disclaimer The information and views presented in this report are prepared by Karvy Stock Broking Limited. The information contained herein is based on our analysis and upon sources that we consider reliable. We, however, do not vouch for the accuracy or the completeness thereof. This material is for personal information and we are not responsible for any loss incurred based upon it. The investments discussed or recommended in this report may not be suitable for all investors. Investors must make their own investment decisions based on their specific investment objectives and financial position and using such independent advice, as they believe necessary. While acting upon any information or analysis mentioned in this report, investors may please note that neither Karvy nor Karvy Stock Broking nor any person connected with any associate companies of Karvy accepts any liability arising from the use of this information and views mentioned in this document.

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