Infra.india Regulatory News (IIP)

4 April 2023

Infrastructure India plc

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

Conditional Disposal of Indian Energy Limited

Infrastructure India plc, an AIM quoted infrastructure fund investing directly into assets in India, announces that it has entered into a conditional agreement ("Agreement") for the disposal of Indian Energy Limited ("IEL") to FA Power Renewables Private Limited ("FA Power") for a total aggregate consideration of approximately USD 4.0 million.

IEL is an independent power producer that owns and operates wind farms at two sites in the states of Karnataka and Tamil Nadu, with 41.3 MW of installed capacity.

Further to the Company's announcements of 28 February 2022 and periodically thereafter, the transaction originally executed with AVSR Constructions ("AVSR") has been cancelled due to AVSR's inability to settle the consideration due in respect of the transaction. As previously announced, IIP had commenced discussions with other interested parties for the sale of IEL.

FA Power is an independent power producer headquartered in Bangalore. Under the terms of the Agreement, FA Power shall pay an up-front exclusivity fee of USD 150,000 to IIP (the "Exclusivity Fee"). The Exclusivity Fee is non-refundable, save for limited circumstances where IIP does not fulfil its obligations under the Agreement. The exclusivity period is 60 business days, or a mutual timeline agreed, for IIP to meet certain conditions precedent in the Agreement and for a definitive share purchase agreement to be completed. The transaction contemplates the purchase by FA Power of 100% of the shares of Indian Energy (Mauritius) Limited, a wholly owned subsidiary of IIP. In addition, the net current assets, prior to receipt of the exclusivity fee, will be to IIP's benefit. The total aggregate consideration comprises the Exclusivity Fee, a further cash payment to IIP of USD 2.279 million prior to end of the exclusivity period, and IEL's cash and receivables (estimated at c. USD 1.6 million). 

The Board believe that the structure of the transaction, being the acquisition of IIP's wholly owned subsidiary, and a mutual desire to complete the transaction swiftly, is in the interests of IIP's shareholders. Completion of the transaction is subject to a number of conditions therefore there can be no guarantee that the disposal will complete.

IEL was valued at £5.5 million in IIP's unaudited interim results for the period ended 30 September 2022.

The Company's creditors remain supportive, and it is expected the consideration due to the Company from the sale of IEL will be partially utilised towards settlement of such creditors. As previously announced, the Board remains in discussions with third parties regarding the sale of assets, including Distribution Logistics Infrastructure Limited, and further announcements will be made as and when appropriate.

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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