Last checked at 6 May 2010 16:02
6 May 2010
India Hospitality Corp.
IHC Secures Additional Funding
India Hospitality Corp. ("IHC" or "the Company") announces that its subsidiary, Sky Gourmet Catering Private Ltd ("SkyGourmet"), has entered into a secured loan agreement with the Punjab National Bank ("PNB") for INR 250million (approx USD 5.60 million) (the "Loan"). The Loan will mature in 9 months following the initial drawdown date ("Maturity Date"), is repayable in three equal instalments payable at the end of the seventh, eighth and ninth month from the date of drawdown and will bear interest at the Base Prime Lending Rate plus 1% per annum, payable monthly. The proceeds of the Loan will be used to fund the working capital requirements of SkyGourmet. It is anticipated that the initial drawdown will commence in May 2010.
Under the terms and conditions of the Loan PNB has required that Mr. Ravi Deol and Mr. Sandeep Vyas, Directors of IHC, provide personal guarantees of the Loan to PNB.
The Company announced on 26 June 2009 that it had agreed to issue to Mr. Deol and Mr. Vyas 1,873,000 and 936,500 Ordinary Shares respectively at par value. It also announced that it had agreed to issue to Mr Deol and Mr Vyas up to a further 1,873,000 and 936,500 Ordinary Shares respectively at par value, subject to meeting certain share price targets as described below (the "Conditional Shares").
|
| Number of shares to be issued | |
| Condition (the "Conditions") | Ravi Deol | Sandeep Vyas |
| that the Ordinary Shares trade at no lower than $5.00/share for twenty (20) consecutive trading days | 936,500 | 468,250 |
| that the Ordinary Shares trade at no lower than $6.50/share for twenty (20) consecutive trading days | 468,250 | 234,125 |
| that the Ordinary Shares trade at no lower than $8.50/share for twenty (20) consecutive trading days | 468,250 | 234,125 |
These shares were subject to certain transfer restrictions pursuant to share grant agreements ("Share Grant Agreements") and lock up agreements ("Lock up Agreements") entered into between the Company and Mr. Deol and Mr. Vyas respectively.
In order for Mr Deol and Mr Vyas to provide the personal guarantees for the Loan, the Company has agreed to the following amendments in relation to the arrangements under the Share Grant Agreements and Lock up Agreements:
·; notwithstanding that the share price targets have not yet been achieved, Mr. Deol and Mr. Vyas have been issued the Conditional Shares, at par value, which will rank pari passu with the existing ordinary shares of the Company.
·; the Conditional Shares will remain subject to the restrictions on transfer as announced on 26 June 2009 as if the Conditional Shares were still unissued and unvested except that Mr Deol and Mr Vyas will be entitled to sell their Ordinary Shares in the market at any time in order to meet any obligation under the personal guarantees which they have given to PNB for the Loan.
·; if the employment of Mr Deol or Mr Vyas is terminated for cause their existing obligation to sell back a proportion of their Ordinary Shares to the Company at par value ( including all of the Conditional Shares for which the relevant share price targets have not yet been met) is suspended until the Loan has been repaid in full and their obligation to sell back Ordinary Shares is reduced to the extent that they sell Ordinary Shares in the market to meet their obligations under the personal guarantees to PNB.
·; Mr. Deol and Mr. Vyas have agreed to waive all rights to dividends or distributions with respect to the Conditional Shares unless and until the relevant share price targets referred to above have been met. The Company has agreed not to declare or pay any dividend or make any distribution while the Loan remains outstanding.
·; Mr Deol and Mr Vyas have agreed not to vote the Conditional Shares on any matters except where the matter being voted on is something which would have a material adverse effect on SkyGourmet being able to repay the Loan.
Following the issue of the Conditional Shares, Mr. Deol is interested in 3,746,000 Ordinary Shares in the Company and Mr. Vyas is interested in 1,873,000 Ordinary Shares in the Company, representing an interest of 11.10% and 5.56% respectively in the total voting rights of the Company.
Application to the London Stock Exchange will be made for the Conditional Shares to be admitted to trading on AIM. It is expected that admission will become effective on 12 May 2010. Following the issue of the Conditional Shares , the Company has 33,717,250 Ordinary Shares in issue.
Related Party Transaction
The issue of the Conditional Shares to Mr. Deol and Mr. Vyas is classified as related party transaction for the purposes of the AIM Rules. Accordingly the Company's directors (other than Ravi Deol and Sandeep Vyas), having consulted with Grant Thornton UK LLP (in its capacity as the Company's nominated adviser), confirm that they are satisfied that the terms of the share issue are fair and reasonable insofar as the shareholders of the Company are concerned.
Commenting on the Loan Ravi Deol, Chief Executive of IHC, said, "With a stabilising aviation market and continued economic growth, this additional funding will allow SkyGourmet to consolidate its leadership position in the domestic aviation market."
For further information contact:
India Hospitality Corp.
Raghavendra Agarwal
ragarwal@ihcor.com
www.indiahospitalitycorp.com
Nominated Adviser: Grant Thornton Corporate Finance
Fiona Kindness / Robert Beenstock
+44 20 7383 5100
Broker: Execution Noble & Company Limited
James Bromhead
+44 20 7456 9191
India Hospitality Corp.
Media Contact: Mutual Public Relations Ltd.
Harsh Wardhan
+91 11 4362 0700
About India Hospitality Corp.
India Hospitality Corp (IHC), through its operating subsidiaries has pan-Indian interests in the air catering, hospitality and leisure industries. Its mission is to create a portfolio of opportunities through the acquisition and successful integration of India oriented businesses and assets in the hospitality, food services and related industries. In July 2007, IHC closed on the acquisition of India-based Mars Restaurants Private Limited, an emerging hotel and restaurant company, and SkyGourmet Catering Private Limited, an airline catering company with 2,800 employees across its facilities in India. IHC is based in the Cayman Islands and listed on the AIM market of the London Stock Exchange.