Infrastructure India plc Loan Extensions and Bridging Loan Increase (6961N)

TIDMIIP TIDMTTM

RNS Number : 6961N

Infrastructure India plc

22 January 2019

22 January 2019

Infrastructure India plc

("IIP", the "Company" and together with its subsidiaries the "Group")

Loan Extensions and Bridging Loan Increase

Infrastructure India plc, an AIM quoted infrastructure fund investing directly into assets in India, announces that it has agreed the extensions to the maturity of: (i) an existing US$48.4 million unsecured bridging loan facility (the "Bridging Loan") originally provided to the Company in June 2017 by Cedar Valley Financial ("Cedar Valley"); and (ii) an existing US$21.5 million working capital loan (the "Working Capital Loan") originally provided to the Company in April 2013 by GGIC, Ltd ("GGIC"). In addition, the Company announces that it has agreed a US$5 million increase to the existing US$48.4 million Bridging Loan.

IIP announced on 31 July 2018, that it had entered into conditional proposed financing agreements for up to US$125 million with PSA International, a global port group, and Gateway Partners (the "Proposed Financing"). The transaction includes the issue of convertible preference shares in Distribution Logistics Infrastructure India, Distribution Logistics Infrastructure Limited's ("DLI") parent company, for a consideration of US$75 million and the sale of 24% of DLI by the Group for a consideration of US$50 million (the "Proposed Financing").

Following IIP shareholder approval of the Proposed Financing at an extraordinary general meeting on 24 August 2018, the parties continue to progress towards completion of that transaction, with several conditions precedent to the closing having been met and the remainder, including key governmental approvals, expected to be met in the coming weeks.

Ahead of completion of the Proposed Financing, IIP has agreed an extension to the maturity date of the Bridging Loan (the "Bridging Loan Extension"), an extension to the maturity date of the Working Capital Loan (the "Working Capital Loan Extension") to 4 February 2019 and an increase in the Bridging Loan of US$5 million (the "Bridging Loan Increase").

The Company remains in discussions with Cedar Valley and GGIC in relation to the possible partial repayment of the Bridging Loan and/or the Working Capital Loan following the completion of the Proposed Financing and with a view to further extending the maturity of both the Bridging Loan and the Working Capital Loan.

As a result of the continued delays in completion of the Proposed Financing and IIP's current inability to commit additional funding to DLI (IIP's unaudited cash balances as at 31 December 2018 were approximately GBP0.25m), DLI has recently entered into short term borrowing facilities in India and, in part, has begun to divert cash from operations in order to service DLI debt facilities. This latter action could affect DLI's operational performance in the short term.

Bridging Loan Extension and Bridging Loan Increase

The Bridging Loan was originally provided to the Company in June 2017 by Cedar Valley in an amount of US$8.0 million and was subsequently increased in multiple tranches, most recently to US$48.4 million in October 2018.

The Bridging Loan currently carries an interest rate of 12.0% per annum on its fully drawn US$48.4 million principal and had been due for repayment by the Company on the earlier of: (i) 15 days following the completion of the Proposed Financing; or (ii) 21 January 2019.

Pursuant to the Bridging Loan Extension, the Company and Cedar Valley have agreed to extend the maturity of the Bridging Loan such that the Bridging Loan will now mature on the earlier of: (i) 15 days following the completion of the Proposed Financing; or (ii) 4 February 2019.

In addition, the Company has agreed a further increase to the Bridging Loan which was previously provided to the Company by Cedar Valley such that a further US$5 million (the "Additional Funds") has been made available to the Company under the Bridging Loan Increase.

The Company intends to draw down the Additional Funds immediately. On draw down of the Additional Funds the Bridging Loan, now totalling US$53.4 million, will be fully drawn down.

The other terms of the Bridging Loan remain unchanged.

Working Capital Loan Extension

The Working Capital Loan was originally provided to the Company in April 2013 by GGIC in an amount of US$17 million in April 2013 and increased to US$21.5 million in September 2017.

The Working Capital Loan currently carries an interest rate of 7.5% per annum on its fully drawn down US$21.5 million principal and had been due for repayment by the Company on 21 January 2019.

Pursuant to the Working Capital Loan Extension, the Company and GGIC have agreed to extend the maturity of the Working Capital Loan such that the Working Capital Loan will now mature on 4 February 2019. The other terms of the Working Capital Loan remain unchanged.

There are no arrangement or commitment fees payable by IIP in connection with the Bridging Loan Extension, the Bridging Loan Increase or the Working Capital Loan Extension.

Related Party Transactions

GGIC is, directly and indirectly, interested in 75.4% of the Company's issued share capital and Cedar Valley is an affiliate of GGIC. Under the AIM Rules for Companies ("AIM Rules") GGIC and Cedar Valley are, therefore, deemed to be a related parties of the Company and the Bridging Loan Extension, the Bridging Loan Increase and the Working Capital Loan Extension are related party transactions pursuant to Rule 13 of the AIM Rules. The independent directors of IIP, M.S. Ramachandran and Timothy Walker, consider, having consulted with Cenkos Securities plc in its capacity as the Company's nominated adviser, that the terms of the Bridging Loan Extension, Bridging Loan Increase and the Working Capital Loan Extension are fair and reasonable insofar as the shareholders of IIP are concerned.

This announcement is inside information for the purposes of Article 7 of Regulation 596/2014.

Enquiries:

 
 
    Infrastructure India plc                    www.iiplc.com 
    Sonny Lulla 
 
 
  Cenkos Securities plc 
   Nominated Adviser & Joint Broker 
   Azhic Basirov / Ben Jeynes                 [phone] 
 
 
  Nplus1 Singer Advisory LLP 
   Joint Broker 
   James Maxwell - Corporate Finance 
   James Waterlow - Investment Fund Sales     [phone] 
  Novella                                     [phone] 
  Financial PR 
  Tim Robertson / Toby Andrews 
 
 
 
 

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January 22, 2019 02:00 ET (07:00 GMT)