Infrastructure India plc Debt Facilities Update (7069Z)
January 15 2024 - 4:45AM
UK Regulatory
TIDMIIP
RNS Number : 7069Z
Infrastructure India plc
15 January 2024
15 January 2024
Infrastructure India plc
("IIP" or the "Company" or, together with its subsidiaries, the
"Group")
Debt Facilities Update
Infrastructure India plc, an AIM quoted infrastructure fund
investing directly into assets in India, announces that it has
agreed an extension to the maturity dates of all its debt
facilities, being the term loan provided by IIP Bridge Facility LLC
(the "Term Loan"), the working capital loan provided by GGIC, Ltd.
(the "Working Capital Loan") and the bridging loan provided by
Cedar Valley Financial (the "Bridging Loan").
On 6 September 2023, IIP announced that it had entered the Share
Purchase & Shareholders' Agreement ("SPSHA") for the
conditional sale of DLI to Pristine Malwa Logistics Park Private
Limited (the "Transaction"). The Transaction comprises a share swap
and upfront cash consideration, whereby DLI Mauritius, which owns a
99.99% interest in DLI, will receive, in consideration for selling
its entire shareholding in DLI, a cash payment of approximately
US$10 million on closing, and up to 33% of Pristine Malwa's issued
share capital. The final equity and cash consideration payable to
DLI Mauritius is subject to customary adjustments based on the net
current assets and indebtedness of DLI on the closing date. The
Transaction is also subject to consent from the Group's
lenders.
Although the conditions precedent have been largely completed,
certain complex issues remain outstanding, some of which require
third party input. This has unfortunately impacted the expected
closing timeline. Each of IIP's lenders has agreed to extend the
maturity date of the respective loans to 29 February 2024 to
accommodate the revised expected timeline to closing, when
longer-term extensions are expected to be agreed. The Company will
make a further announcement in due course.
The Term Loan is a US$119 million principal secured facility
provided to IIP's wholly owned Mauritian subsidiary, Infrastructure
India Holdco, originally announced in April 2019. The loan carries
an interest rate of 15% per annum, calculated in a manner that
yields a 15% IRR for the lender and is secured on all assets of
Infrastructure India Holdco, including 100% of the issued share
capital of Distribution Logistics Infrastructure India, DLI's
parent company. The current amount of interest accrued is
approximately US$92 million. The maturity date of 15 January 2024
has been extended to 29 February 2024 (the "Maturity Extensions"
applying collectively to all loan maturity extensions set out in
this announcement).
The unsecured Working Capital Loan was originally provided to
the Group in April 2013 by GGIC, Ltd. in an amount of US$17 million
and increased to US$21.5 million in September 2017. The Working
Capital Loan carried an interest rate of 7.5% per annum on its
principal amount. The Group and GGIC, Ltd. agreed to increase its
interest rate to 15% per annum from 1 April 2019. The current
amount of interest accrued is approximately US$30 million. The
maturity date of 15 January 2024 has been extended to 29 February
2024 (a "Maturity Extension").
The unsecured Bridging Loan was originally provided to the Group
in June 2017 by Cedar Valley Financial and was subsequently
increased in multiple tranches to US$64.1 million in March 2019.
The Bridging Loan carried an interest rate of 12.0% per annum on
its principal amount. The Group and Cedar Valley Financial
previously agreed to increase its interest rate to 15% per annum
from 1 April 2019. The current amount of interest accrued is
approximately US$61 million. The maturity date of 15 January 2024
has been extended to 29 February 2024 (a "Maturity Extension").
Related Party Transaction
IIP Bridge Facility LLC and Cedar Valley Financial are
affiliates of GGIC, Ltd., which is, directly and indirectly,
interested in 75.4% of the Company's issued share capital. Under
the AIM Rules for Companies (the "AIM Rules"), IIP Bridge Facility
LLC, Cedar Valley Financial and GGIC, Ltd. are each, therefore,
deemed to be related parties of the Company and the Maturity
Extensions are related party transactions pursuant to Rule 13 of
the AIM Rules.
The independent directors of IIP, being M.S. Ramachandran and
Graham Smith, consider, having consulted with Strand Hanson Limited
in its capacity as the Company's nominated adviser, that the terms
of the Maturity Extensions are fair and reasonable insofar as the
shareholders of IIP are concerned.
The information contained within this announcement is deemed by
the Company to constitute inside information as stipulated under
the Market Abuse Regulation (EU) No. 596/2014 as it forms part of
United Kingdom domestic law by virtue of the European Union
(Withdrawal) Act 2018, as amended.
- Ends -
Enquiries:
Infrastructure India plc www.iiplc.com
Sonny Lulla Via Novella
Strand Hanson Limited
Nominated Adviser
James Dance / Richard Johnson +44 (0) 20 7409 3494
Singer Capital Markets
Broker
James Maxwell - Corporate Finance
James Waterlow - Investment Fund Sales +44 (0) 20 7496 3000
Novella
Financial PR
Tim Robertson / Safia Colebrook +44 (0) 20 3151 7008
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