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Follow-On Public Offer

Follow-On Public Offer (FPO) : A Comprehensive Overview

What is an FPO (Follow‑On Public Offer)?

Follow-On Public Offer (FPO) is a situation where a listed company on a stock exchange offers more stock to the public to raise more capital through a fresh issue of new shares, an Offer for Sale (OFS) of existing stocks, or a combination of both.

Why Companies Opt for FPOs

  • 1. Raising Funds for Expansion: Suitable for expansion efforts such as a new project, infrastructure development, or debt repayment.
  • 2. Leveraging Market Conditions: When stock prices are favorable, companies can seek capital at competitive valuations.
  • 3. Facilitating Promoter Exit: Existing stakeholders use OFS as a liquidity route without diluting equity.

Key Features of FPOs

  • Fresh Issue :The Company sells new shares, where money is received by the company.
  • Offer for Sale (OFS): Existing shareholders sell their holdings; proceeds go to them.
  • Book-Building & Fixed-Price Options: Pricing determined through institutional demand or fixed slab.
  • Market Eligibility: FPOs can be offered to Qualified Institutional Buyers (QIBs), Non-Institutional Investors (NIIs) and Retail Investors.
  • Allotment Mechanism: Open allocation as per SEBI guidelines; in many cases, a retail discount is also given.

FPO vs. IPO

Aspect IPO FPO
Issuer Unlisted private company Already a publicly listed company
Capital Flow Entirely to the company Fresh issue → company; OFS → selling promoters
Purpose Debut fundraising, listing Expansion, recapitalization, promoter exit
Pricing Based on pre‑IPO valuation Based on the current stock price

Why Do Companies Need FPO Advisory Services?

A Follow-On Public Offer (FPO) may appear simple, particularly when you are an already listed company, but the truth is, it is a tricky, high-stakes procedure that directly affects your valuation, investor confidence and future growth. This is why professional FPO advisory is not only useful, but necessary:

Strategic Guidance at Every Step

FPOs are not “just another funding round.” You must determine the appropriate time, amount, form and price, but at the same time, it must be in line with your current financial standing and the market conditions. In the absence of professional contribution, there is a greater probability of underperformance or market rejection.

Regulatory Maze Simplified

Filing a complaint FPO means dealing with SEBI, ROC, stock exchanges, merchant bankers, auditors, legal advisors, etc. A single delay or documentation mistake will upset your schedule. Advisory makes sure that everything is filed, cleared, and approved without a setback.

Capital Raise with Market Confidence

Investors not only evaluate FPOs based on figures, but also on their presentation. Advisory makes your growth story, business model and plans compelling and compliant, so the market knows your value.

Single Window Coordination

Whether it is internal teams or external agencies, an FPO needs cross-functional coordination, which tends to overwhelm the company leadership. Your dedicated advisory firm, such as India IPO, will be your project owner and keep everything and everyone on track.

Long-Term Impact

An FPO will impact your stock price, brand image, shareholder base and future fundraising capability. Advisory also helps ensure that your strategic interests are met by the decisions made in the FPO, and not only capital objectives.

Long-Term Impact

An FPO will impact your stock price, brand image, shareholder base and future fundraising capability. Advisory also helps ensure that your strategic interests are met by the decisions made in the FPO, and not only capital objectives.

An FPO seems like a new challenge even when you have an IPO. When you have a professional FPO advisory partner such as India IPO, then you will be able to go through it with ease, professionalism and profitability without losing your main business line of focus.

Our Follow-On Public Offer (FPO) Advisory Services Include:

1. FPO Readiness Assessment and Strategic Fit

Before launching an FPO, it is important to evaluate the extent to which your business is in its best position to raise follow-on capital or not. We begin by assessing where your company is in the market and how it can fit into future fundraising ambitions.

  • FPO feasibility and timing analysis
  • Business performance and capital needs review
  • Shareholder expectations and dilution impact study
  • Long-term growth alignment and FPO fit

2. Structuring and Planning the FPO

We help design the most effective FPO structure suited to your growth strategy, shareholder objectives, and market conditions. Our team crafts a detailed plan, aligning compliance, capital market trends and stakeholder interests.

  • Optimal issue size and share pricing strategy
  • Type of FPO: Dilutive vs. Non-dilutive
  • Capital structure review and post-issue shareholding analysis
  • Legal, tax, and regulatory framework planning

3. Regulatory & Documentation Support

A smooth and compliant FPO requires detailed documentation and close coordination with regulatory bodies. We manage this entire process end-to-end to ensure full SEBI and exchange compliance.

  • Preparation and filing of offer documents (RHP/LODR filings)
  • Coordination with SEBI, Stock Exchanges, ROC, and depositories
  • Liaising with legal advisors, auditors, and merchant bankers
  • Ensuring disclosures meet public market requirements

4. Stakeholder Coordination and End-to-End Execution

Managing an FPO involves numerous internal and external stakeholders. India IPO acts as your execution partner, streamlining communication and managing deliverables across all parties.

  • Merchant banker and legal advisor coordination
  • Audit and registrar alignment
  • Timelines, documentation and compliance tracking
  • Real-time updates and stakeholder reporting

5. Market Preparation, Branding & Investor Outreach

Positioning your company in the public market post-listing is vital. We help you craft your FPO story, increase visibility, and gain investor confidence through targeted outreach.

  • Branding and communication strategy for the FPO
  • Investor education and positioning
  • Domestic and institutional investor presentations
  • Analyst briefings, PR, and digital campaigns

6. Post-FPO Compliance & Strategic Advisor

The journey doesn’t end at listing. India IPO remains your long-term partner in fulfilling regulatory commitments and capital market strategies post FPO.

  • Continuous disclosure and reporting advisory
  • Assistance in board and governance compliance
  • Investor relations and communication support
  • Planning for future capital raising (rights issue, QIP, etc.)

Key FPO Examples from India

Vodafone Idea (April 2024)

  • The largest FPO in India so far sought to raise 18,000 20,000 crore (~ US$2.16 bn) in new equity.
  • Price band of 10-11/share; subscription was moderate - 1.05x overall, but institutions were heavy.
  • Proceeds were used for 5G/4G rollout and debt servicing. Retail uptake was weak; institutional participation was stronger.

Yes Bank (July 2020)

  • Introduced 15,000 crore dilutive FPO at very heavy discount (₹12-13/share) during restructuring after the crisis.
  • Subscribed almost to the full (~95%) before allotment; SBI was the majority holder.

IRFC (Indian Railway Finance Corporation, December 2020)

  • Followed its IPO (₹4,633 cr in Jan 2020) with an FPO ~₹1,400 crore at ₹26/share (a ~4.63% discount) to fund its lending activities.
  • The issue saw strong demand—oversubscribed ~3.49×.

Patanjali‑owned Ruchi Soya (March–April 2022)

  • Raised ~₹4,300 crore through FPO; shares listed April 8, 2022.
  • The offer was oversubscribed, reflecting investor confidence post-Patanjali acquisition.

Public Sector Examples from 2010–2020

  • The disinvestments by governments through FPO/OFS modes in Power Grid, Power Finance Corporation, Engineers India, NTPC and Tata Steel have received high retail and institutional demand, which has been oversubscribed.
  • Another example is the SBI (State Bank of India), which conducted a dilutive FPO in 2014 to raise Rs 8,032 crore (priced ₹1,500-1,590/share) and it was subscribed well by retail and institutional investors.

Why Choose Our FPO Advisory Services ?

End‑to‑End Execution

  • Structuring: Fresh issue vs. OFS blend
  • Pricing strategy & book-building
  • SEBI compliance & documentation

Investor Support

  • Retail guidance on application, UPI and allotment tracking
  • Institutional coordination and roadshows

Post‑Listing Support

  • Detailed performance analytics
  • Guidance on shareholding, lock-in unwind and trading strategies

Are you ready to Launch Your FPO?

Our specialist team is ready to assist whether you are a company requiring capital, a promoter looking at partial exits or an investor looking at new opportunities. We can customize an FPO strategy, which fits your goals and fully utilizes the market potential.

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