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Lowdown of Infibeam’s IPO filing

Infibeam

Gujarat based ecommerce portal Infibeam earlier last week announced that it is looking to list on the stock exchanges and raise Rs 450 crore through its initial public offering (IPO). The company has filed its draft red herring prospectus (DRHP) which has been cleared by markets regulator Securities Exchange Board of India (SEBI). Download the DRHP here (pdf).

Here is a quick lowdown of what we could find about the company from its DRHP:

Infibeam has posted losses for the last three years: For the nine month period ended December 31, 2014, Infibeam posted a loss after tax of Rs 9.65 crore. For FY14, the losses were at Rs 25.95 crore. It stood at Rs 24.91 crore in FY13  and Rs 10.83 crore in FY12.

Infibeam losses

Revenues

For the nine month period between April 2014 and December 2014, Infibeam’s total revenues were Rs 19.295 crore. For the yer ended March 2014, total revenues were at Rs 10.81 crore.

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revenue from operations

Infibeam’s users and merchants

– Infibeam said that it has 7.2 million active users on their e-tail website as on December 31, 2014. The company defined active users based on the last login date in the immediate preceding 12 months.

– As of March 31, 2015, the e-retail business included more than 15 million SKUs (stock keeping units) of products across 40 product and service categories and 4,000 registered merchants on its platform.

– Infibeam has six warehouses located at at Delhi, Gurgaon, Bengaluru, Ahmedabad, Mumbai and Kolkata and 13 logistics centres across 12 cities in India. The company plans to add  75 logistics centres across India in the next three years.

Buildabazaar.com

– Buildbazaar, Infibeam’s enterprise platform which allows merchants to start online store under their own domain name, has 33,489 registered merchants as on March 31, 2015. It grew from from 350 registered merchants as of March 31, 2012.

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Number of employees

As of March 31, 2015, Infibeam has more than 850 employees, which includes a large number of software engineers, and information technology experts.

Equity shares capital

A look at the change in equity shares capital:

equity shares capital

Odigma acquisition 

Earlier in February 2014, Infibeam bought Bangalore-based digital marketing agency Odigma in a cash and stock deal. From the DRHP we found that Infibeam has paid Rs 1 lakh for Odigma’s shares.

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In terms of the 2011 Agreement, our Company agreed to purchase 5,000 equity shares of Rs 10 each of Odigma, for an aggregate consideration of Rs 0.05 million. Pursuant to the 2011 Agreement, our Company and Advit Sahdev each held 50% of the total paid up capital of Odigma. In accordance with the 2014 Agreement, the remaining 50% of shareholding of Advit Sahdev in Odigma was purchased by our Company for an aggregate consideration of Rs 0.05 million.

Filings with the Registrar of companies 

Infibeam and its subsidiary Infinium in the past has not made certain requisite filings with the registrar of companies as required under the Companies Act. The company also said that there were some factual inaccuracies in their filings and that it may attract a penalty but will not have an adverse effect on their business and operations.

The non-filing of forms by our Company as required under the Companies Act primarily pertain to amongst others, the appointment of Vishal Mehta as the managing director, board resolutions for issuance of Equity Shares, special resolutions for preferential allotments, amendment to the Articles of Association, increase in borrowing limits of the Board and appointment of auditors. Further, certain forms filed by our Company in the past which had factual inaccuracies or were not made in the manner required under the Companies Act which related to, amongst others, explanatory statements pertaining to certain preferential allotments not being compliant with the Unlisted Public Companies (Preferential Allotment) Rules, 2003, as amended; non-inclusion of certain details such as references to valuation report, financial information, related party transactions, names of the directors and their occupation, in the Form PAS – 4 (“PAS – 4”) filed with respect to certain preferential allotments made by our Company, factual accuracy related to date of allotment of certain Equity Shares and the number of allottees in a single instance of allotment.

Additionally, non-filing of forms by Infinium, one of our Subsidiaries, primarily relate to filings in relation to certain preferential allotments, annual filing of the financial statements, appointment of auditor, creation of charge and increase of borrowing limits. In addition, certain preferential allotments undertaken by Infinium in the past were not made in accordance with the requirements of the Companies Act.

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