Prudential confirms underwriting agreement for ICICI asset manager

Final prospectus filed for ICICI Prudential Asset Management listing

Prudential confirms underwriting agreement for ICICI asset manager

Life & Health

By Roxanne Libatique

Prudential plc is advancing the initial public offering (IPO) of ICICI Prudential Asset Management Company Limited (IPAMC), having signed an underwriting agreement, filed the final prospectus in India, and completed a pre-IPO private placement. The transactions form part of a capital management plan under which proceeds are expected to be distributed to Prudential shareholders, subject to regulatory and shareholder approvals where required.

Underwriting agreement and final prospectus filing

Prudential said that Prudential Corporation Holdings Limited (PCHL), its wholly owned subsidiary, IPAMC, and the IPO underwriters signed an underwriting agreement dated Dec. 16 for the proposed listing of IPAMC. On the same date, IPAMC filed its final prospectus with the Registrar of Companies, Delhi and Haryana at Delhi. The document is available on the websites of IPAMC, the Securities and Exchange Board of India (SEBI), the book running lead managers, the National Stock Exchange of India (NSE), and BSE Ltd.

In connection with the IPO, PCHL plans to sell 13,957,303 IPAMC shares at 2,165 Indian rupees per share to anchor investors and a further 35,015,691 shares at the same price to other investors. The sale is expected to generate gross proceeds of 106.03 billion rupees, or about US$1.17 billion. Prudential said the net US dollar proceeds from the IPO, together with those from the pre-IPO private placement completed earlier in December, are intended to be returned to Prudential shareholders, subject to regulatory and shareholder approvals where required.

Red herring prospectus and offer structure

The final prospectus follows the earlier filing of a Red Herring Prospectus (RHP) as part of the IPO process. Prudential previously announced that IPAMC had submitted the RHP to the Registrar of Companies, Delhi and Haryana at Delhi for an offer for sale of up to 9.91% of IPAMC’s equity share capital by PCHL.

The RHP was also filed with SEBI, BSE, and NSE, and made available via the websites of IPAMC, the book running lead managers, SEBI, BSE, and NSE. At that time, Prudential said that both the IPO and the size of the offer for sale would remain subject to market conditions, necessary approvals, and other factors. In parallel with the IPO, Prudential has been considering a private sale of a 2% stake in IPAMC to ICICI Bank Ltd, as well as an additional pre-IPO placement to selected institutional investors prior to completion of the IPO.

Pre-IPO private placement and price band details

Before the final prospectus filing, Prudential announced on Dec. 11 that PCHL had completed a pre-IPO private placement representing 4.5% of IPAMC’s total equity share capital. The transaction comprised the sale of 12,355,671 shares to a group of investors and 9,885,170 shares to ICICI Bank Ltd, in line with an inter-se agreement dated July 8. The shares were priced at 2,165 rupees each, generating gross proceeds of more than 48 billion rupees, or approximately US$536 million.

Prudential said that net proceeds from the private placement, together with the funds expected from the IPO, are intended to be returned to Prudential shareholders, subject to regulatory, and shareholder consents where necessary. IPAMC has set the IPO price band at 2,061 to 2,165 rupees per equity share, each with a face value of 1 rupee. For insurance and asset management professionals in Asia, the IPAMC transaction shows Prudential using India’s equity capital markets to sell down part of its stake in a regional asset management business while raising funds it plans to distribute to shareholders.

Q3 performance update

The IPAMC equity sale steps follow a third-quarter update in which Prudential reported higher new business profit in its life and health business. On a constant exchange rate basis for the three months ended Sept. 30, 2025 (Q3 2025), Prudential said new business profit was US$705 million, an increase of 13% compared with the same quarter a year earlier. Annual premium equivalent (APE) sales for the period rose 10% to US$1,716 million, and new business margin increased by 1 percentage point.

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