Suspension and Board & Debt Facilities Updates

Infrastructure India plc

16 July 2024

 

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.

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Enquiries:

Infrastructure India plc Sonny Lulla	www.iiplc.com Via Novella
Strand Hanson Limited Nominated Adviser James Dance / Richard Johnson	[phone]
Singer Capital Markets Broker James Maxwell - Corporate Finance James Waterlow - Investment Fund Sales	[phone]
Novella Financial PR Tim Robertson / Safia Colebrook	[phone]

 

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