This is in furtherance to our letters dated March 15, 2024 and March 19, 2024. We are pleased to inform that the Securities Issuance and Investment Committee (“Committee”) of Indiabulls Housing Finance Limited (the “Company”) has approved the issuance of USD denominated senior secured social bonds (the “Bonds”) aggregating to US$ 350 million and has approved the pricing, tenure and other terms of the Bonds. Subject to compliance with applicable laws and regulations and as permitted by
the Reserve Bank of India under the guidelines for external commercial borrowings (“ECB Guidelines”), the Company intends to use the proceeds from this Offering for such activities like onward lending as may be permitted under the ECB Guidelines and in accordance with the Company’s sustainable financing framework.
Further, we are pleased to inform you that pursuant to the powers delegated to the Committee by the Board of Directors of the Company, the Committee has reviewed and approved the offering circular (“OC”) including the final pricing term sheets in relation to the issuance of Bonds by the Company.
The required details in relation to the abovementioned issuance are as follows:
i. |
Size of the issue |
U.S.$ 350,000,000 |
ii. |
Whether proposed to be listed? If yes, name of the Stock Exchanges |
The Bonds are expected to be listed on the Global Securities Market (GSM) of the India International Exchange (IFSC) Limited |
iii. |
Tenure of the instrument - date of allotment and date of maturity |
Settlement date – April 3, 2024 Maturity date – July 3, 2027 |
iv. |
Coupon / interest offered, schedule of payment of coupon interest and principal |
9.70% Interest payment date: Semi-annually in arrear on January 3 and July 3 until the final maturity date. The first payment of interest, for the period fromand including April 3, 2024 to but excludingJanuary 3, 2025, will be made on January 3, 2025. |
v. |
Charge/security, if any, created over the assets |
Secured |
vi. |
Special rights / interest / privileges attached to the instrument and changes thereof |
Not applicable |
vii. |
Delay in payment of interest / principal amount for a period of more than three months from the due date or default in payment of interest / principal |
Default in payment of principal of or interest on any of the Bonds when due is an Event of Default under the Bonds. |
viii . |
Details of any letter or comments regarding payment / non-payment of interest, principal on due dates, or any other matter concerning the security and / or the assets along with its comments thereon, if any |
Not applicable |
ix. |
Details of redemption of preference shares indicating the manner of redemption (whether out of profits or out of fresh issue) and debentures |
Not applicable |
Additionally, we are pleased to inform that the Company in relation to the issuance of the Bonds has executed the subscription agreement (the “Subscription Agreement”) with Barclays Bank PLC, CLSA Limited, Deutsche Bank AG, Singapore Branch, Elara Capital PLC, Emirates NBD Bank PJSC and Nuvama Financial Services (UK) Limited and UBS AG Singapore Branch, as managers (together, the “Managers”) and the major terms of these agreements are as per the details hereunder:
Subscription Agreement:
Particulars |
Terms |
Name(s) of parties with whom the agreement is entered |
The Company and the Managers |
Purpose of entering into the agreement |
Agreement by the Company to issue the Bonds and by the Managers to subscribe and pay for, or to procure subscribers therefor. |
Size of the agreement |
Principal amount of the Bonds, as adjusted for underwriting discount, commission and fees to the Managers |
Shareholding, if any, in the entity with whom the agreement is executed |
None |
Significant terms of the agreement (in brief) special rights like right to appoint directors, first right to share subscription in case of issuance of shares, right to restrict any change in capital structure etc. |
The Company has provided certain representations, warranties and indemnity to the Managers and agreed to certain undertakings under the Agreement. |
Whether, the said parties are related to promoter/promoter group/ group companies in any manner. If yes, nature of relationship |
No |
Whether the transaction would fall within related party transactions? If yes, whether the same is done at “arm’s length” |
No |
In case of issuance of shares to the parties, details of issue price, class of shares issued |
Not applicable |
In case of loan agreements, details of lender, nature of the loan, total amount of loan granted, total amount outstanding, date of execution of the loan agreement/sanction letter, details of the security provided to the lenders for such loan |
Not applicable |
Any other disclosures related to such agreements, viz., details of nominee on the board of directors of the listed entity, potential conflict of interest arising out of such agreements, etc. |
Not applicable |