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099

Case 099Capital markets and financingCore

A promoter wants to sell 5% of a hospital company, 2.5 crore shares at Rs 600 with daily volume of 30 lakh shares. An overnight block at a 4% discount, or selling 25% of daily volume for about 33 days with an expected 3% impact and 2% daily volatility. Which would you advise?

1The situation

The promoter family of Tirthak Hospitals, an invented listed hospital chain, wants to sell 5% of the company, 2.5 crore of its 50 crore shares, to fund a separate business. The shares trade at Rs 600 with average daily volume of 30 lakh shares.

Option one: your equity capital markets desk will place the whole stake with institutions in an overnight block at a 4% discount to the close. Option two: a broker sells 25% of daily volume each day, which takes about 33 trading days, with an expected market impact of 3% on the average price achieved. The stock's daily volatility is 2%. The promoter asks which is better.

2Your task

Compute the proceeds and cost of each route, size the price risk the slower route carries, and advise the promoter with the reasons a banker would give.

Quick check

How many trading days does the dribble take, and why that long?

Worked solution

Try it on paper, then open one step at a time.

30-second answerThe answer to give first

Advise the block: it costs Rs 60 crore for certain, while the dribble costs an expected Rs 45 crore but with a one standard deviation band of about Rs 100 crore either way. Over 33 days at 2% daily volatility the average price can easily move 6.7%, so the Rs 15 crore of expected saving is small against the risk, and there is about a 44% chance the dribble ends worse than the block. The block also keeps the sale off the tape for 33 days.

Step 1What does each route cost on paper?

The stake is worth Rs 1,500 crore at Rs 600. The block sells at Rs 576, proceeds Rs 1,440 crore, a cost of Rs 60 crore that the promoter knows before signing; the dribble is expected to average Rs 582, proceeds Rs 1,455 crore, a cost of Rs 45 crore. On the expected numbers the dribble saves Rs 15 crore, one per cent of the stake. Selling a house is the same choice: a cash buyer today at 4% below the asking price, or listing it for six weeks and probably getting 3% below, if the market holds while you wait.

Step 2How big is the risk the dribble carries?

Price it, because the promoter will not. With 2% daily volatility, the average price over 33 days of even selling has a standard deviation of about 2% times the square root of 33 over 3, 6.7%, which on Rs 1,500 crore is about Rs 100 crore. The square root of days over three, rather than days, is because an average of prices along a path moves less than the last price; the end price alone has a standard deviation of 11.5%. So the dribble's expected saving of Rs 15 crore comes with a one standard deviation band from -9.7% to +3.7%, Rs -145 crore to Rs +55 crore. The block's minus 4% sits 0.15 standard deviations below the dribble's mean, so the dribble ends worse than the block about 44% of the time.

A block buys a certain 4% haircut; a dribble buys an expected 3% with a wide band+10%+5%0%-5%-10%-15%-20%Outcome against today's Rs 600Option 1: overnight blockOption 2: dribble over 33 days-4% certain: Rs 576proceeds Rs 1,440 crorecost Rs 60 crore, known tonightexpected -3%: Rs 582+1 sd: +3.7%-1 sd: -9.7%-2 sd: -16.3%+2 sd: +10.3%the block's -4%Dribble band: 2% daily volatility over 33 days gives a standard deviation of the average price of 6.7%.About 44% chance the dribble ends below the block; in a bad month it ends far below.
The block is a certain 4% haircut, Rs 60 crore; the dribble over 33 days has an expected 3% impact but a one standard deviation band of 6.7%, so about 44% of the time it ends below the block price and in a bad month it ends far below.
The relationship
σavg≈σdailyT3=2%×33.33≈6.7%\sigma_{\text{avg}} \approx \sigma_{\text{daily}} \sqrt{\frac{T}{3}} = 2\% \times \sqrt{\frac{33.3}{3}} \approx 6.7\%
sigma dailythe stock's daily volatility, 2%
Tthe number of trading days the sale is spread over
sigma avgthe standard deviation of the average price achieved across the sale
What it says in wordsSpreading a sale over many days averages the price, which cuts the risk below that of the last day, but the risk still grows with the square root of the time taken, and 33 days is enough to swamp a one per cent saving.
BlockDribble, 25% of volumeDribble, 50% of volume
Days to complete13317
Expected priceRs 576Rs 582higher impact, say 4% to 5%
Expected cost, Rs crore604560 to 75
Standard deviation of outcome06.7%, Rs 100 crore4.7%
Visible to the marketafter it is doneevery day for 33 daysevery day for 17 days
The block fixes the cost at Rs 60 crore; the dribble lowers the expected cost to Rs 45 crore but adds a Rs 100 crore standard deviation and a month of visible selling, and selling faster only trades impact for less time risk.
Step 3What would a banker tell the promoter beyond the numbers?

That a promoter selling every day for 33 days is a story the market will read, and the 3% impact estimate assumes nobody reads it. Insider disclosure rules mean the sale becomes public as it proceeds; confirm the current thresholds, but the direction is clear: a known seller invites others to sell ahead and bid lower. A block tradeA sale of a large stake to institutional investors arranged after the market closes, usually at a discount to the closing price, and completed before it opens. is done before anyone can react, and the 4% is partly the price of that silence. The block's cost also depends on the desk's judgement: a 5% stake is 8.3 days of volume, which is large but placeable, and the discount could be negotiated down if demand is strong. Ask the desk for a wall-crossed read of demand before accepting the 4%.

Close with the advice and its limit. Take the block, or a block for most of the stake and a short dribble for the remainder if the desk's demand read is thin. The limit is the model: the one standard deviation band assumes the price moves randomly with no trend, and that the promoter is indifferent to risk. A promoter who needs exactly Rs 1,440 crore on a date for the other business has an even stronger reason to take the certain route; one with no deadline and a view that the stock is going up might rationally wait, but that is a trading view, not an execution choice.

Where candidates lose it

The usual miss is comparing 4% with 3% and choosing the dribble. The 3% is an expectation; the 4% is a price. Without sizing the band around the 3%, the candidate has compared a certain cost with an average and ignored that the average hides a month of market risk.

The second is treating the 33-day sale as invisible. A promoter dribbling 5% is disclosed and noticed, and the impact estimate stops being 3% the moment other holders start selling ahead of it.

What the interviewer asks next

  • The desk offers a 3% discount if the promoter accepts a 90-day lock-up on the remaining stake. Does that change the advice?
  • How would the analysis change if daily volatility were 1% and the stake took 10 days?
  • What is an accelerated bookbuild, and when is it preferred to a negotiated block?
  • The promoter wants to sell 15% instead of 5%. Which route, and why does the answer change?
← Case 098Precedent logistics deals from 2021 cluster at 14x EBITDA when the 10-year yield was 6%. Yields are now 7.5% and the same peers' trading multiples have fallen from 13x to 10x. How would you adjust the precedents for a target with Rs 120 crore of EBITDA, and what range would you show?Case 100 →A metals company's EBITDA over eight years was Rs 300, 450, 600, 250, 150, 400, 700 and 500 crore, and this year's is Rs 500 crore. Peers trade at 6x mid-cycle EBITDA. What EBITDA would you capitalise, what value does that give, and why not use this year's figure?

Company names and figures are illustrative.

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