HDB Financial’s Mega ₹12,500 Crore IPO Launches on June 25, 2025

• Bids can be made for a minimum of 20 Equity Shares and in multiples of 20 Equity Shares thereafter.

• RHP link: https://www.jmfl.com/Common/getFile/5011.

This document is not an offer of securities for sale in the United States. Securities may not be offered or sold in the United States absent registration with the United States Securities and Exchange Commission or an exemption from registration or in transactions not subject to the registration requirements under the U.S. Securities Act of 1933, as amended. There will be no public offering of these securities in the United States.

Jaipur:  HDB Financial Services Limited (“HDB Financial” or “The Company”) shall open its Bid / Offer in relation to its initial public offer of Equity Shares on Wednesday, June 25, 2025. 

The Anchor Investor Bidding Date shall be Tuesday, June 24, 2025. The Bid/Offer will close on Friday, June 27, 2025. Bids can be made for a minimum of 20 Equity Shares and in multiples of 20 Equity Shares thereafter. (“Bid Details”)

The Price Band of the Offer has been fixed at ₹ 700 to ₹ 740 per Equity Share. 

The total offer size of equity shares with face value ₹ 10 each aggregating up to ₹ 125,000 million [₹ 12,500 crore] comprises of fresh issue of equity shares aggregating up to ₹ 25,000 million [₹ 2,500 crore] and Offer for sale of equity share aggregating up to ₹ 100,000 million [₹  10,000 crore] . (“Total Offer Size”) 

The Company proposes to utilize the net proceeds from the fresh issue towards augmenting Company’s Tier – I Capital base to meet Company’s future capital requirements including onward lending under any of the Company’s business verticals i.e. Enterprise Lending, Asset Finance and Consumer Finance. Further, a portion of the proceeds from the Fresh Issue will be used towards meeting Offer Expenses. (“Objects of the Offer”)

The offer for sale of equity share capital comprises aggregating up to ₹ 1,00,000 million [₹  10,000 crore] by HDFC Bank Limited (“Promoter Selling Shareholder”). (“Offer for sale”) 

The Equity Shares will be offered through the Red Herring Prospectus of the Company dated June 19, 2025 filed with Registrar of Companies, Gujarat, Dadra and Nagar Haveli at Ahmedabad (“RoC”). The equity shares are proposed to be listed on the Stock Exchanges being BSE Limited (“BSE”) and National Stock Exchange of India Limited (“NSE”, and together with BSE, the “Stock Exchanges”). For the purposes of the Offer, NSE is the Designated Stock Exchange.

The Offer is being made in terms of Rule 19(2)(b) of the Securities Contracts (Regulation) Rules, 1957, as amended (the “SCRR”), read with Regulation 31 of the SEBI ICDR Regulations. The Offer is being made through the Book Building Process in accordance with Regulation 6(1) of the SEBI ICDR Regulations wherein not more than 50% of the Net Offer shall be available for allocation on a proportionate basis to Qualified Institutional Buyers (“QIBs” and such portion, the “QIB Portion”), provided that the Company in consultation with the BRLMs, may allocate up to 60% of the QIB Portion to Anchor Investors and the basis of such allocation will be on a discretionary basis, in consultation with the BRLMs, in accordance with the SEBI ICDR Regulations (the “Anchor Investor Portion”), of which one-third shall be reserved for domestic Mutual Funds, subject to valid Bids being received from the domestic Mutual Funds at or above the price at which allocation is made to Anchor Investors (“Anchor Investor Allocation Price”). 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 the Anchor Investor Portion) (the “Net QIB Portion”). 

Further, 5% of the Net QIB Portion shall be available for allocation on a proportionate basis to Mutual Funds only, subject to valid Bids being received at or above the Offer Price, and the remainder of the Net QIB Portion shall be available for allocation on a proportionate basis to all QIBs (other than Anchor Investors), including Mutual Funds, subject to valid Bids being received at or above the Offer Price. Further, Equity Shares allocated on a proportionate basis to Eligible Employees, Bidding in the Employee Reservation Portion and Eligible HDFC Bank Shareholders Bidding in the HDFC Bank Shareholder Reservation Portion subject to valid Bids being received at or above the Offer Price. 

Further, not less than 15% of the Net Offer shall be available for allocation to Non-Institutional Bidders (“Non-Institutional Category”) of which one-third of the Non-Institutional Category shall be available for allocation to Bidders with an application size of more than ₹200,000 and up to ₹1,000,000 and two-thirds of the Non-Institutional Category shall be available for allocation to Bidders with an application size of more than ₹1,000,000 and under-subscription in either of these two subcategories of the Non-Institutional Category may be allocated to Bidders in the other sub-category of the Non-Institutional Category in accordance with the SEBI ICDR Regulations, subject to valid Bids being received at or above the Offer Price. Further, not less than 35% of the Net Offer shall be available for allocation to Retail Individual Bidders (“Retail Category”), in accordance with the SEBI ICDR Regulations, subject to valid Bids being received from them at or above the Offer Price. 

All potential Bidders (except Anchor Investors) shall mandatorily participate in this Offer only through the Application Supported by Blocked Amount (“ASBA”) process and shall provide details of their respective bank account (including UPI ID (defined hereinafter) in case of UPI Bidders (defined hereinafter) in which the Bid Amount will be blocked by the Self Certified Syndicate Banks (“SCSBs”) or pursuant to the UPI Mechanism, as the case may be. Anchor Investors are not permitted to participate in the Anchor Investor Portion through the ASBA process. For details, see “Offer Procedure” beginning on page 538 of the RHP.

JM Financial Limited, BNP Paribas, BofA Securities India Limited, Goldman Sachs (India) Securities Private Limited, HSBC Securities and Capital Markets (India) Private Limited, IIFL Capital Services Limited (Formerly known as IIFL Securities Limited) , Jefferies India Private Limited, Morgan Stanley India Company Private Limited, Motilal Oswal Investment Advisors Limited, Nomura Financial Advisory and Securities (India) Private Limited, Nuvama Wealth Management Limited, UBS Securities India Private Limited are the Book Running Lead Managers to the offer. (“BRLMs”)

All capitalised terms used herein but not defined shall have the same meaning as ascribed to them in the RHP.