16 July
2024
Infrastructure India
plc
("IIP" or
the "Company" and, together with its subsidiaries, the
"Group")
Suspension and Board &
Debt Facilities Updates
Infrastructure India plc, an AIM
quoted infrastructure fund investing directly into assets in India,
notifies that following the director resignation announced on 12
July 2024, the Board, which comprises two directors, is no longer
quorate under the Company's articles of association ("Articles")
and is therefore not able to operate effectively under the
Articles, with the powers of the directors limited to the
appointment of additional directors or the convening of a general
meeting for the purpose of making such appointment. The Company is
exploring the Board composition and a further announcements will be
made, as appropriate, in due course.
Accordingly, the Company has
requested that trading in the Company's shares on AIM be suspended
with effect from 07.30 a.m. today, 16 July 2024 pending,
inter alia, the
appointment of at least one additional director.
Notwithstanding the suspension of
trading in the Company's shares, the Company will continue to make
notifications as and when there are matters requiring disclosure in
accordance with the Company's obligations under the AIM Rules for
Companies and/or the UK Market Abuse Regulation.
Debt Facilities
The Debt Facilities include 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" and, together with the Term Loan and the
Working Capital Loan, the "Debt Facilities").
All of the Group's lenders have
agreed to a maturity extension, however, due to the limitations on
the powers of the Board, as set out above, IIP is unable to enter
into agreements with the lenders. Consequently, all parties have
agreed to remain in discussion regarding the path forward, whilst
IIP reviews its board composition.
The Term Loan is a US$121.5 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$107 million. The maturity date
was 15 July 2024.
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$33 million. The maturity date was 15
July 2024.
The unsecured Bridging Loan was originally
provided to the Group in June 2017 by Cedar Valley Financial
("Cedar Valley") 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$70
million. The maturity date was 15 July 2024.
Disposal Updates
Further to the announcement on 7 May
2024, the Company is in advanced discussions with a third party
with regard to the proposed sale of Distribution Logistics
Infrastructure Private Limited ("DLI"), and, further to the
announcement on 28 May 2024, the Company is in discussions with a
third party with regard to the proposed sale of IEL. However, there
can be no guarantee that either discussions will lead to definitive
agreements for the sale of DLI or IEL. Further announcements will
be made in due course.
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
Sonny Lulla
|
www.iiplc.com
Via Novella
|
|
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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
|