Infra.india Regulatory News (IIP)

Infrastructure India plc

Completion of Acquisition of Further Interest in VLMS

Director Appointment

Issue of Equity

Total Voting Rights

and

Directors' Interests

Further to the announcement made on 17 August 2011, Infrastructure India, an investment company focused on Indian infrastructure assets, is pleased to announce that all the outstanding conditions relating to the acquisition (the "Acquisition") of almost all of the outstanding balance of shares which it did not own of Vikram Logistic & Maritime Services Private Limited ("VLMS") have been fulfilled. 

The Acquisition will formally complete on the admission of 54,988,993 new ordinary shares of 1p each in the Company ("Ordinary Shares") to trading on AIM as set out below. The Ordinary Shares have been issued in consideration for the Acquisition. The new Ordinary Shares have been issued at an implied price of 106p per share equivalent to the prevailing Net Asset Value per Share of the Company at the time the Acquisition was announced in February 2011 and representing a premium of 68.25 per cent. to the closing mid-market price per Ordinary Share on Friday, 14 October 2011.

Following completion of the Acquisition, the Group will hold approximately 99.99 per cent. of the issued share capital in VLMS. VLMS is a privately-owned supply chain transportation and container infrastructure company with a strong presence in Southern India and which is developing two Free Trade Warehousing Zone ("FTWZ") bonded container warehouse facilities. VLMS is headquartered in Bangalore in India and provides a broad range of logistics services including trucking, coastal shipping, customs clearing and handling, and bonded warehousing to customers from a range of companies such as CONCOR, Coca Cola, Reserve Bank of India, Credence Logistics, Pearl Harbour, American Power Corporation and Qatar Cargo.

VLMS has already developed and operates a Container Freight Station ("CFS") at Hassan for loading and unloading containerised cargo. A key focus is now to develop the two FTWZ facilities, one in Bangalore and one in Chennai. The proposed FTWZ to be developed in Bangalore is over a 105 acre site, located within 10 km of Electronics City in Bangalore, while the proposed FTWZ to be developed in Chennai is also over a 105 acre site, located between the ports of Chennai and Ennore. VLMS and its affiliates now have title to in excess of 105 acres of land in each location.

A key area of the Government of India's plans relating to infrastructure is to promote and develop supply chain infrastructure, to include the development and establishment of FTWZs. Both the FTWZs proposed to be developed by VLMS should be able to benefit from favourable tax provisions, including excise duty exemptions and income tax benefits.

It is anticipated that construction in Chennai will commence early in the fourth calendar quarter of 2011 with construction in Bangalore expected to commence approximately ninety days after construction in Chennai commences. Both facilities are expected to enter operation late in 2012.

Director Appointment

Following completion of the Acquisition, the Board of Infrastructure India is pleased to announce the appointment of Vikram Viswanath as a director of the Company, with immediate effect.

Mr Viswanath is the chairman and managing director of VLMS. Prior to this position, he was a promoter director at VLMS, becoming managing director in 2000. He has extensive international experience in trading operations, cargo transportation and logistics. Mr Viswanath holds a post graduate degree in International and Strategic Management from the University of St. Thomas, Minnesota and was also the vice president of financial and trading transactions at a US trading house.

Details of Mr Viswanath required under paragraph (g) of Schedule Two of the AIM Rules for Companies were set out in the Company's admission document dated 11 February 2011. Save as disclosed below, no further disclosures are required.

Issue of Equity

Application has been made for the 54,988,993 new Ordinary Shares issued in consideration for the Acquisition to be admitted to trading on AIM and it is anticipated that dealings will commence at 8:00am on 20 October 2011.

Total Voting Rights

Following the issue of the new Ordinary Shares, the Company's capital now consists of 218,760,882 Ordinary Shares and 7,340,000 Warrants.

The total number of voting rights in the Company is 218,760,882. The voting rights on all these shares are identical. This figure may be used by shareholders as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to their interest in the Company under the FSA's Disclosure and Transparency Rules.

Directors' Interests

The table below sets out the Directors' respective interests in the share capital of the Company following the issue of the new Ordinary Shares:

Notes:

1. Mr Tribone is a director and indirect shareholder of Guggenheim Global Infrastructure Company Limited ("GGIC") which directly and indirectly has an aggregate interest in the Company of 68,660,065 Ordinary Shares, representing 31.39 per cent. of the issued share capital.

2. Mr Cottrell also holds 5,000 Warrants.

3. Mr Lulla and Mr Venerus are indirect shareholders of GGIC.

4. Mr Viswanath is the majority shareholder and a director of Anuradha Holdings Private Limited which, following completion of the Acquisition, holds 54,988,993 Ordinary Shares, representing 25.14 per cent. of the issued share capital.

5. Mr Walker also holds 5,000 Warrants.

-Ends-

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