Cyril Amarchand Mangaldas Advises the Lead Managers on the SBI Cards IPO

India’s largest law firm Cyril Amarchand Mangaldas advised in relation to the INR 10,341 crore IPO of SBI Cards & Payments Limited (SBI Cards) which is one of the biggest IPOs in the history of Indian capital markets. SBI Cards is the largest pure-play credit card issuer in India and the second-largest credit card issuer in India, both in terms of numbers of credit cards outstanding and amounts of credit card spends. SBI Cards is a subsidiary of State Bank of India which is India’s largest commercial bank (in terms of deposits, advances and number of branches).

The Capital Markets Practice of Cyril Amarchand Mangaldas advised the ‘Lead Managers’ to the issue namely Kotak Mahindra Capital Company Limited; Axis Capital Limited; DSP Merrill Lynch Limited; HSBC Securities and Capital Markets (India) Private; Nomura Financial Advisory and Securities (India) Private Limited; and SBI Capital Markets Limited. The Transaction team included: Yash J. Ashar, Partner; Gokul Rajan, Partner; Anuj Pethia, Partner; Devaki Mankad, Partner; with support from Meesha Varshney, Associate; Ajo Jomy, Associate; Siddharth Bagul, Associate; Ashlesha Mittal, Associate.

As a part of the Transaction, SBI Cards undertook an initial public offering of 137,149,314 equity shares of face value of INR 10 each for cash at a price of INR 755 per equity share aggregating to INR 103,407.88 million (Offer). The Offer comprised a fresh issue of 6,622,516 equity shares by SBI Cards aggregating to INR 4,993.25 million and an offer for sale of 130,526,798 equity shares by the Selling Shareholders (State Bank of India and CA Rover Holdings, an affiliate of the Carlyle Group) aggregating to INR 98,414.64 million. The offer for sale by CA Rover Holdings is amongst the largest share sales by a PE investor through an IPO in India.

Other Parties and Advisors to the Transaction included:

• Latham & Watkins, LLP (International legal counsel to SBI Cards)

• Allen & Overy (Asia) Pte. Ltd. (International legal counsel to DSP Merrill, HSBC and Nomura)

• Herbert Smith Freehills LLP (International legal counsel to CA Rover Holdings)

• S. Ramanand Aiyar & Co. (Statutory Auditors of SBI Cards)

The Equity Shares of SBI Cards were listed on BSE and NSE on 16^th March 2020.

Cyril Amarchand Mangaldas takes forward the values going back 103 years, of the erstwhile Amarchand & Mangaldas & Suresh A. Shroff & Co., whose pre-eminence, experience and reputation of almost a century has been unparalleled in the Indian legal fraternity. Tracing its professional lineage to 1917, the Firm of Cyril Amarchand Mangaldas is now the largest full-service law firm in India, with over 750 lawyers including over 130 partners, and offices in India’s key business centres at Mumbai, New Delhi, Bengaluru, Hyderabad, Chennai and Ahmedabad. The Firm advises a large, and varied client base that includes domestic and foreign commercial enterprises, financial institutions, private equity funds, venture capital funds, start-ups and governmental and regulatory bodies.

The firm, Cyril Amarchand Mangaldas, was awarded recently awarded with “India – Firm of the Year” at the AsiaLaw Regional Awards 2019 and “India Deal Firm of the Year” at the In-House Community Counsels of the Year Awards 2019. The firm was also named as the “Most Innovative National Law Firm of the Year – India for 2018” at the IFLR Asia Awards, having also been successful in winning the prestigious & coveted “National Law Firm of the Year, 2018 for India” at the Chambers Asia-Pacific Awards. The firm was also voted as the “Employer of Choice for 2018” from India, by the Asian Legal Business, now 4 years in a row, building upon the several awards that the erstwhile Amarchand & Mangaldas & Suresh A. Shroff & Co. had won in the past.