TVS SUPPLY CHAIN SOLUTIONS LIMITED’S INITIAL PUBLIC OFFERING TO OPEN ON THURSDAY, AUGUST 10, 2023

Price Band fixed at ₹ 187 per equity share to ₹ 197 per equity share of the face value of ₹ 1 each of TVS Supply Chain Solutions Limited (“Equity Shares”)

Anchor Investor Bidding Date – Wednesday, August 09, 2023

Bid /Offer Opening Date – Thursday, August 10, 2023, and Bid/ Offer Closing Date – Monday, August 14, 2023

Bids can be made for a minimum of 76 Equity Shares and in multiples of 76 Equity Shares thereafter

August 07, 2023: TVS Supply Chain Solutions Limited (the “Company”) proposes to open its initial public offering of Equity Shares (“Offer”) on Thursday, August 10, 2023. The Anchor Investor Bidding Date is one Working Day prior to Bid/Offer Opening Date, that is, Wednesday, August 09, 2023. Bid/ Offer Closing Date will be Monday, August 14, 2023.

The Price Band of the Offer has been fixed from ₹ 187 per Equity Share to ₹ 197 per Equity Share. Bids can be made for a minimum of 76 Equity Shares and in multiples of 76 Equity Shares thereafter.

The Offer consists of a fresh issue of up to such number of Equity Shares aggregating up to ₹ 6,000 million (the “Fresh Issue”) and an offer for sale of up to 14,213,198 Equity Shares, comprising of up to 10,734,565 Equity Shares by Omega TC Holdings PTE. Ltd., up to 984,823 Equity Shares by Tata Capital Financial Services Limited, up to 100,000 Equity Shares by Kotak Special Situations Fund, and up to 100,000 Equity Shares by TVS Motor Company limited (collectively the, “Investor Selling Shareholder”), and up to 2,293,810 Equity Shares by certain other selling shareholders as set out under Annexure A of the Red Herring Prospectus (“Other Selling Shareholders”). The Investor Selling Shareholders and Other Selling Shareholders, collectively referred as “Selling Shareholders” and such offer for sale by the Selling Shareholders, the “Offer for Sale”).

(L-R): Mr. R Shankar (Executive Director, TVS Supply Chain Solutions Limited), Mr. R. Dinesh (Executive Vice Chairman, TVS Supply Chain Solutions Limited), Mr. Ravi Viswanathan (Managing Director, TVS Supply Chain Solutions Limited) and Mr. Ravi Prakash Bhagavathula (Global Chief Financial Officer, TVS Supply Chain Solutions Limited) addressing the gathering at the press conference in connection to their Initial Public Offer (IPO).

The Offer is being made in terms of Rule 19(2)(b) of the SCRR read with Regulation 31 of the SEBI ICDR Regulations. This Offer is being made through the Book Building Process in accordance with Regulation 6(2) of the SEBI ICDR Regulations wherein not less than 75% of the Offer shall be available for allocation on a proportionate basis to Qualified Institutional Buyers (“QIBs”) (the “QIB Portion”), provided that our Company and the Selling Shareholders in consultation with the BRLMs may allocate up to 60% of the QIB Portion to Anchor Investors on a discretionary basis (the “Anchor Investor Portion”). One-third of the Anchor Investor Portion shall be reserved for domestic Mutual Funds, subject to valid Bids being received from the domestic Mutual Funds at or above the Anchor Investor Allocation Price in accordance with the SEBI ICDR Regulations. In the event of under-subscription, or non-allocation in the Anchor Investor Portion, the balance Equity Shares shall be added to the QIB Portion (other than Anchor Investor Portion) (“Net QIB Portion”). Further, 5% of the Net QIB Portion shall be available for allocation on a proportionate basis to Mutual Funds only, and the remainder of the Net QIB Portion shall be available for allocation on a proportionate basis to all QIBs, including Mutual Funds, subject to valid Bids being received at or above the Offer 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, (a) not more than 15% of the Offer shall be available for allocation to Non-Institutional Investors (out of which one third shall be reserved for Bidders with Bids exceeding ₹ 0.2 million up to ₹ 1 million and two-thirds shall be reserved for Bidders with Bids exceeding ₹ 1 million) and (b) not more than 10% of the Offer shall be available for allocation to Retail Individual Investors (‘RIIs’) in accordance with the SEBI ICDR Regulations, subject to valid Bids being received from them at or above the Offer Price. All potential Bidders, other than Anchor Investors, are mandatorily required to participate in the Offer through the Application Supported by Blocked Amount (“ASBA”) process by providing details of their respective ASBA Account (as defined hereinafter) and UPI ID in case of UPI Bidders (defined hereinafter), which will be blocked by the Self Certified Syndicate Banks (“SCSBs”) or the Sponsor Banks, as the case may be, to the extent of their respective Bid Amounts. Anchor Investors are not permitted to participate in the Anchor Investor Portion through the ASBA process.

The Equity Shares offered through Red Herring Prospectus are proposed to be listed on both BSE Limited (“BSE”) and National Stock Exchange of India Limited (“NSE”, together with BSE, the “Stock Exchanges”).

JM Financial Limited, Axis Capital Limited, J. P. Morgan India Private Limited, BNP Paribas, Nuvama Wealth Management Limited (formerly known as Edelweiss Securities Limited), and Equirus Capital Private Limited are the Book Running Lead Managers to the Offer (“BRLMs”).

Disclaimer:

TVS Supply Chain Solutions Limited is proposing, subject to applicable statutory and regulatory requirements, receipt of requisite approvals, market conditions and other considerations, to make an initial public offering of its Equity Shares and has filed the Red Herring Prospectus (“RHP”) with RoC on August 3, 2023. The RHP is available on the website of SEBI at www.sebi.gov.in, as well as on the websites of the Stock Exchanges i.e. BSE and NSE at www.bseindia.com and www.nseindia.com, respectively, and is available on the websites of the BRLMs, i.e. JM Financial Limited, Axis Capital Limited, J. P. Morgan India Private Limited, BNP Paribas, Nuvama Wealth Management Limited (formerly known as Edelweiss Securities Limited) and Equirus Capital Private Limited at www.jmfl.com, www.axiscapital.co.in, www.jpmipl.com, www.bnpparibas.co.in, www.nuvama.com and www.equirus.com, respectively. Any potential investor should note that investment in equity shares involves a high degree of risk and for details relating to such risk, please see the section entitled “Risk Factors” beginning on page 39 of the RHP. Potential investors should not rely on the DRHP filed with SEBI for making any investment decision.

The Equity Shares offered in the Offer have not been and will not be registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act”) or any other applicable law of the United States and, unless so registered, may not be offered or sold within the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the U.S. Securities Act and applicable state securities laws. Accordingly, the Equity Shares are being offered and sold (a) in the United States only to“qualified institutional buyers”(as defined in Rule 144A under the U.S. Securities Act), in private transactions exempt from the registration requirements of the U.S. Securities Act, and (b) outside of the United States in offshore transactions as defined in and in compliance with Regulation S and the applicable laws of the jurisdiction where those offers and sales are made. There will be no public offering in the United States.