GB Logistics Commerce Ltd IPO

The IPO opens on 24 Jan 2025 & closes on 28 Jan 2025.

GB Logistics Commerce Ltd was originally incorporated as a private limited company in the name and style of 'GB Logistics Private Limited' dated December 24, 2019 issued by the Registrar of Companies, Mumbai. The name of Company changed to 'GB Logistics Limited' dated November 06, 2023 and thereafter, the name was changed to 'GB Logistics Commerce Limited' and a fresh Certificate of Incorporation dated December 14, 2023 was issued by Registrar of Companies, Mumbai. The Company specializes in full truckload freight services for large and medium-sized enterprises. Utilizing both proprietary and third-party transportation services, it conducts logistics operations efficiently . It positions itself as partner for businesses across sectors, providing cargo movement solutions. Additionally, the Company has a wholly owned subsidiary, GB Hospitality (India) Private Limited, engaged in a similar line of business. The Company currently operates across two broad business verticals: Logistics and Trading of Agricultural Commodities. Apart from this, it offer regular Full-Truckload transportation with extensive domestic coverage. It makes preparations of required equipment before the arrival of shipments. It has full-service solutions for the handling products. It is capable to deliver goods above ground floor levels. It expertise in handling Out of Delivery Area (ODA) shipments. It specialize services for delivering to remote and challenging locations often refused by other courier partners. It extend services beyond the logistics center loading ramp. The Company is proposing the fresh issue of 24,57,600 Equity Shares.

GB Logistics Commerce Ltd IPO will close on 28 Jan 2025.

<ul><li>Strong partnerships, alliances and affiliations with nodal agencies in the areas of agriculture and skill development.</li><li>Robust systems and processes across all functions of the company.</li><li>Strong technology backbone supported by a dedicated team of experienced professionals.</li><li>Favourable macro environment.</li></ul>

<table class="table"> <thead> <tr> <th>S.No</th> <th>Promoters Name</th> <th>Pre Issue Shares</th> <th>Pre Issue Percentage</th> <th>Post Issue Shares</th> <th>Post Issue Percentage</th> </tr> </thead> <tbody> <tr> <td>1</td> <td>Prashant Natwarlal Lakhani</td> <td>4293870</td> <td>74.85</td> <td>4293870</td> <td>52.4</td> </tr> </tbody> </table>

<ul><li>The average price/earnings ("P/E") ratio of the listed industry peer set was 78.73x while its P/E ratio will be at premium of [*] times at the higher price band and [*] times at the lower price band. The trading price of its Equity Shares may fluctuate based on a comparison of the P/E ratio of the listed industry peer set and the Company.</li><li>There are certain recovery proceedings that are initiated against the Promoter of the Company.</li><li>The company has recently acquired its Material Subsidiary from its Promoter.</li><li>The company does not own its registered office and the locations from which the company operates.</li><li>There are certain pending legal proceedings involving the Company as well as the Promoter and Directors of the Company. Any adverse outcome on such proceedings may affect its business, financial condition and reputation.</li><li>The company has not complied with certain statutory provisions of the Companies Act. Such non-compliance may attract penalties and other actions against the Company and its Directors which could impact the financial position of it to that extent.</li><li>Its Material Subsidiary has not complied with certain statutory provisions of the Companies Act. Such non-compliance may attract penalties and other actions against the Company and its Directors which could impact the financial position of it to that extent.</li><li>Its business is dependent on the road network and the company ability to utilize its vehicles in an uninterrupted manner. Any disruptions or delays in this regard could adversely affect it and lead to a loss of reputation and/ or profitability.</li><li>The company is significantly dependent on its freight brokers for procuring business and may not be able to exercise complete control over the services offered by them.</li><li>The company has experienced negative cash flows from operating and investing activities in the past.</li><li>The Company has a high geographical concentration of revenue from Maharashtra.</li><li>Its directors have previously been subject to regulatory action by the Ministry of Corporate Affairs.</li><li>The current geographic concentration of its operations creates an exposure to local economies, regional downturns and severe weather or other catastrophic occurrences.</li><li>The company business is seasonal in nature.</li><li>The company typically enter into long-term agreements with customers and if its key customers does not renew their agreements with it, or expand the scope of services, the company provide to them, or if its long-term relationships with the company key customers are impaired or terminated, its business, financial condition, results of operations and cash flows could be adversely impacted.</li><li>The Company's business requires several regulatory licenses and approvals. Failures to obtain and/or renew any approvals or licenses in future may have an adverse impact on its business operations. </li><li>The company has not received or applied for certain government approvals material to its business.</li><li>Certain adjustments have been made in the financial statements of the Company by its Peer Reviewed Auditors.</li><li>The company has applied for registration of its logo but does not own the trademark legally as on date. Its may be unable to adequately protect the company intellectual property. Furthermore, its may be subject to claims alleging breach of third party intellectual property rights.</li><li>Major portion of its revenue depends upon the company few customers. The loss of any one or more of its major customers would have a material adverse effect on the company business operations and profitability.</li><li>Any customer dispute regarding its performance or workmanship may amount in delay or withholding of payment to it and may adversely affect the company business.</li><li>Employee misconduct, errors or fraud could expose it to business risks or losses that could adversely affect its business prospects, results of operations and financial condition.</li><li>Trade Receivables form a substantial part of the company current assets. Failures to manage its trade receivables could have an adverse effect on the company net sales, profitability, cash flow and liquidity. </li><li>The Company has unsecured loans, which are repayable on demand. Any demand from lenders for repayment of such unsecured loans, may adversely affect its business operations and financial condition of the Company.</li><li>Its inability to pass on any increase in operating expenses, particularly fuel costs, to its customers which may adversely affect the company business and results of operations.</li><li>An increasing age of transportation vehicles and increasing prices of new vehicles may adversely affect its business and results of operations.</li><li>The Company has delayed payment of Government and statutory dues, and has been penalized. </li><li>Claims relating to loss or damage to cargo, personal injury claims or other operating risks that are not adequately insured may adversely affect its business, results of operations and financial condition.</li><li>The company does not verify the contents of the goods transported by it, thereby exposing the company to the risks associated with the transportation of goods in violation of applicable regulations.</li><li>The company is dependent on various third parties for the adequate and timely supply of equipment and maintenance of its vehicles, and any delays or increase in costs related thereto may adversely affect the company business.</li><li>Its may be unable to meet certain contractual obligations including timelines of deliveries, due to which the company could be liable to claims by customers, suffer adverse publicity and may incur substantial costs as a result of deficiency in its services, which in turn could adversely affect the company results of operations.</li><li>Its insurance coverage may not adequately protect the company against all material hazards, which may adversely affect its business, results of operations and financial condition.</li><li>The company faces intense competition since the Company operates in a highly competitive industry and competition may have a negative impact on its business prospects, future performance and financial condition. </li><li>The company indebtedness and the conditions and restrictions imposed by its financing arrangements could adversely affect the company ability to conduct its business and operations.</li><li>The company success depends largely upon the services of its Directors, Promoter and other Key Managerial Personnel and the company ability to attract and retain them. </li><li>Its Promoter and certain of the company Directors hold Equity Shares in the Company and are therefore interested in its performance in addition to their remuneration and reimbursement of expenses.</li><li>The company has in the past entered into related party transactions and may continue to do so in the future, may potentially involve conflicts of interest and impose certain liabilities on the Company. </li><li>Its Directors have extended personal guarantees in connection with some of the company debt facilities. There can be no assurance that such personal guarantees will be continued to be provided by its Promoter in future or can be called at any time, affecting the financial arrangements.</li><li>The company is significantly dependent on vehicles hired by it for providing transportation services to the company customers. Any disruptions in hiring vehicles or any misconduct from their staff will affect its customer base and financial position of the Company. </li><li>Reliance has been placed on declarations and affidavits furnished by its Promoter, Promoter Group, Directors and Key Management Personnel, for details of their details included in this Red Herring Prospectus.</li><li>Disruptions or failures in its information technology systems may affect the company operations. Further, its operations relies significantly on the company in-house technologies and processes. </li><li>Its may undertake strategic acquisitions or investments, which may prove to be difficult to integrate and manage or may not be successful.</li><li>The company may not be able to sustain effective implementation of its business and growth strategy.</li><li>The average cost of acquisition of Equity Shares by its Promoter may be lower than the issue price.</li><li>The company has not identified any alternate source of funding and hence any failures or delay on its part to mobilize the required resources or any shortfall in the issue proceeds may delay the implementation schedule.</li><li>External shocks like the COVID-19 pandemic may have an impact on its business and operations.</li><li>The company depends upon its relationships with its clients and other industry participants to source business.</li><li>Its promoter will continue to have majority control over the Company which may allow them to determine the outcome of matters submitted to shareholders for approval.</li><li>The company has not made any dividend payments in the past and its ability to pay dividends in the future will depends upon future earnings, financial condition, cash flows, working capital requirements, capital expenditures and restrictive covenants in its financing arrangements. </li><li>The Objects of the Issue for which funds are being raised, are based on its management estimates and any bank or financial institution or any independent agency has not appraised the same. The deployment of funds in the project is entirely at its discretion, based on the parameters as mentioned in the chapter titled "Objects of the Issue".</li><li>There is no monitoring agency appointed by the Company and the deployment of funds are at the discretion of its Management and the company Board of Directors, though it shall be monitored by the Audit Committee.</li><li>Its future funds requirements, in the form of fresh issue of capital or securities and/or loans taken by it, may be prejudicial to the interest of the shareholders depending upon the terms on which they are eventually raised. </li><li>The requirements of being a public listed company may strain its resources and impose additional requirements.</li><li>The company is exposed to the risk of delays or non-payment by its clients and other counterparties, which may also result in cash flow mismatches.</li><li>Its operations could be adversely affected by disputes with employees.</li><li>Interest rate fluctuations may adversely affect the Company's business.</li><li>Its inability to establish internal control systems could cause operational errors which may adversely affect the company's business.</li><li>Industry information included in this Red Herring Prospectus has been derived from an industry report from various websites. Reliance on the forecasts of the reports could be incorrect and would significantly impact its operations.</li><li>You may be subject to Indian taxes arising out of capital gains on sale of Equity Shares.</li><li>The company cannot assure you that its equity shares will be listed on the BSE SME in a timely manner or at all, which may restrict your ability to dispose of the equity shares. </li><li>Sale of Equity Shares by its Promoter or other significant shareholder(s) may adversely affect the trading price of the Equity Shares.</li><li>After this Issue, the price of the Equity Shares may be highly volatile, or an active trading market for the Equity Shares may not develop.</li><li>There are restrictions on daily movements in the price of the Equity Shares, which may adversely affect a shareholder's ability to sell, or the price at which it can sell, Equity Shares at a particular point in time.</li><li>The Issue price of its Equity Shares may not be indicative of the market price of the company Equity Shares after the Issue and the market price of its Equity Shares may decline below the issue price and you may not be able to sell your Equity Shares at or above the Issue Price.</li><li>Holders of Equity Shares may be restricted in their ability to exercise preemptive rights under Indian law and thereby may suffer future dilution of their ownership position. </li></ul>

The Issue type of GB Logistics Commerce Ltd is Book Building - SME.

The minimum application for shares of GB Logistics Commerce Ltd is 1200.

The total shares issue of GB Logistics Commerce Ltd is 2457600.

The issue comprise of a public issue of 24,57,600 equity shares of face value of Rs. 10/- each fully paid (the "Equity Shares") for cash at a price of Rs. 102/- per equity shares (including a premium of Rs. 92/- per equity share) aggregating to Rs. 25.07 crores ("The Issue") by the company. The issue comprises a reservation of which 1,23,600 equity shares of Rs. 10/- each will be reserved for subscription by market maker reservations portion and a net issue to the public of 23,34,000 equity shares of Rs. 10/- each is hereinafter referred to as the net issue. The issue and the net issue will constitute 29.99% and 28.48% respectively of the post issue paid up equity share capital of the company. The face value of the equity shares is Rs. 10 each. The floor price is 10.20 times of the face value.