RBL Bank Limited Public Issue opens on August 19, 2016

Mumbai, Maharashtra, India: RBL Bank Limited (the “Bank” or “Issuer”) proposes to open on August 19, 2016, a public issue of equity shares of face value Rs. 10 each (“Equity Shares”) at a Price Band from Rs. 224 to Rs. 225 per Equity Share including a share premium (the “Issue”), comprising a fresh issue of Equity Shares by the Bank aggregating up to Rs. 8,325 million (the “Fresh Issue”) and an offer for sale up to 16,909,628 Equity Shares  by certain selling shareholders (the “Offer For Sale”).

The Bank has made a pre-IPO placement of 25,000,000 Equity Shares to the following  investors at a price of Rs. 195 per equity shares: CDC Group PLC (1,600,000 equity shares), DVI Fund (Mauritius) Limited (3,690,231 equity shares) and Rimco (Mauritius) Limited (3,301,521 equity shares) on October 31, 2015; and to Asian Development Bank (14,350,000 equity shares), CDC Group PLC (680,682 equity shares) and DVI Fund (Mauritius) Limited (1,377,566 equity shares) on December 16, 2015.

The Issue is being made through the Book Building Process in accordance with Regulation 26(1) of the SEBI Regulations, wherein 50% of the Issue shall be available for allocation on a proportionate basis to Qualified Institutional Buyers (“QIBs”). Our Bank may, in consultation with the GCBRLMs and the BRLMs, allocate upto 60% of the QIB Portion to Anchor Investors at the Anchor Investor Allocation Price, on a discretionary basis, out of which at least one-third will be available for allocation to domestic Mutual Funds only. In the event of under-subscription or non-allocation in the Anchor Investor Portion, the balance Equity Shares shall be added to the Net QIB Portion. Such number of Equity Shares representing 5% of the Net QIB Portion shall be available for allocation on a proportionate basis to Mutual Funds only. The remainder of the Net QIB Portion shall be available for allocation on a proportionate basis to QIBs, subject to valid Bids being received from them at or above the Issue Price. However, if the aggregate demand from Mutual Funds is less than 5% of the Net QIB Portion, the balance Equity Shares available for allocation in the Mutual Fund Portion will be added to the remaining Net QIB Portion for proportionate allocation to QIBs. 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 Regulations, subject to valid Bids being received from them at or above the Issue Price such that, subject to availability of Equity Shares, each Retail Individual Bidder shall be Allotted not less than the minimum Bid Lot, and the remaining Equity Shares, if available, shall be allotted to all Retail Individual Bidders on a proportionate basis. All prospective Bidders, other than Anchor Investors are required to submit their Bids through the Applications Supported by Blocked Amount (“ASBA”) process only, by providing the details of their respective bank accounts in which the corresponding Bid Amount will be blocked by the SCSBs.

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

The Global Co-ordinators and Book Running Lead Managers (“GCBRLMs”) to the Issue are Kotak Mahindra Capital Company Limited, Axis Capital Limited, Citigroup Global Markets India Private Limited and Morgan Stanley India Company Private Limited. The Book Running Lead Managers (“BRLMS”) to the Issue are HDFC Bank Limited, ICICI Securities Limited, IDFC Securities Limited, IIFL Holdings Limited and SBI Capital Markets Limited.

Capitalized terms used and not defined herein shall have the same meaning as ascribed to such term in theRed Herring Prospectus of the Bank dated August 4, 2016, as supplemented by the addendum dated August 9, 2016, (the “RHP”).

Disclaimer

RBL Bank Limited is proposing, subject to applicable statutory and regulatory requirements, receipt of requisite approvals, market conditions and Issue considerations, to make an initial public offer of its Equity Shares and has filed the RHP with the RoC, on August 4, 2016. The RHP is available on the websites of SEBI and Stock Exchanges at www.sebi.gov.in, www.bseindia.com and www.nseindia.com, respectively, and is also available on the websites of the GCBRLMs to the Issue at www.investmentbank.kotak.com, www.axiscapital.co.in, www.online.citibank.co.in/rhtm/citigroupglobalscreen1.htm and  http://www.morganstanley.com/aboutus/global-offices/india/ and websites of the BRLMs to the Issue at www.hdfcbank.com, www.icicisecurities.com, www.idfccapital.com, www.iiflcap.com and www.sbicaps.com . Potential investors should note that investment in equity shares involves a high degree of risk and for details relating to the same, see “Risk Factors” beginning on page 15 of the RHP. Potential investors should not rely on the DRHP filed with SEBI in making any investment decision.

These materials are not for publication or distribution, directly or indirectly, in or into the United States (including its territories and possessions, any state of the United States and the District of Columbia). These materials are not an Issue of securities for sale into the United States, Canada or Japan.  The securities referred to herein have not been and will not be registered under the U.S. Securities Act of 1933, as amended, and may not be offered or sold in the United States, except pursuant to an applicable exemption from registration. No public offering of securities is being made in the United States.

RBL Bank Limited Public Issue opens on August 19, 2016