REG - Infrastructure India - Half-year Report
27/03/2024 07:00
For best results when printing this announcement, please click on link below:
http://newsfile.refinitiv.com/getnewsfile/v1/story?guid=urn:newsml:reuters.com:20240327:nRSa4135Ia&default-theme=true
RNS Number : 4135I Infrastructure India plc 27 March 2024
27 March 2024
Infrastructure India plc
("IIP" or the "Company" and together with its subsidiaries, the "Group")
Interim results for the six months ended 30 September 2023
Infrastructure India plc, an AIM quoted infrastructure fund investing directly
into assets in India, announces its unaudited interim results for the six
months ended 30 September 2023 and information on its Annual General Meeting
("AGM").
The AGM will be held in May 2024 at the offices of FIM Capital Limited, 55
Athol Street, Douglas, Isle of Man IM1 1LA and the Company will in due course
confirm the date and circulate the Notice of AGM and Forms of Proxy to
shareholders.
Lifting of Suspension and Resumption of Trading
As a result of the publication of the Annual Report for the year ended 31
March 2023 and announcement of the interim results for the six months ended 30
September 2023, trading in the Company's ordinary shares on AIM is expected to
be restored with effect from 07.30 a.m. GMT today.
Financial performance
· Value of the Company's investments were £99.6 million as at 30
September 2023 (£99.1 million as at 31 March 2023; £194.1 million as at 30
September 2022).
· Net liabilities were £217.4 million as at 30 September 2023
(against net liabilities of £184.9 million as at 31 March 2023; £85.7
million as at 30 September 2022).
· The net liability position is based on preliminary terms with a
third party and the ascribed consideration for the disposal of IIP's largest
holding, Distribution Logistics Infrastructure Limited ("DLI"). The other
significant factor is the Group's net debt.
· As at 30 September 2023, the Group had gross cash resources of
£0.4 million. The sale of Indian Energy Limited is expected to complete
imminently for total cash consideration of approximately US$4.3 million
(approximately £3.3 million). IIP is also discussing preliminary terms for
the sale of DLI and further announcements with regard to this will be made as
and when appropriate.
· The Board has been active in securing sources of financing to
ensure the Group has adequate funding to continue to meet liabilities as they
fall due and, as announced, this includes asset sales. As a result of this
process, the Group has prepared the accounts on a basis other than going
concern due to the uncertainty in relation to the timing of potential
transactions, ultimate receipt of sale proceeds and the specifics of any
deferred consideration. This basis was considered the most appropriate method
for the reporting period.
Duration of the Company and AIM cancellation proposal
· In accordance with IIP's Articles of Association, a 5-yearly vote
on the Duration of the Company will be tabled at the AGM in May 2024.
· IIP's assets, other than India Hydropower Development Company
("IHDC"), are already held for sale in the Company Accounts and, as a
consequence, the Board intends to propose an orderly winding up of the Group
at the upcoming AGM, together with a proposal for AIM cancellation of the
Company's shares.
Enquiries:
Infrastructure India plc www.iiplc.com (http://www.iiplc.com/)
Sonny Lulla Via Novella
Strand Hanson Limited +44 (0) 20 7409 3494
Nominated Adviser
James Dance / Richard Johnson
Singer Capital Markets +44 (0) 20 7496 3000
Broker
James Maxwell - Corporate Finance
James Waterlow - Investment Fund Sales
Novella +44 (0) 20 3151 7008
Financial PR
Tim Robertson / Safia Colebrook
JOINT STATEMENT FROM THE CHAIRMAN AND THE CHIEF EXECUTIVE
We would like to report Infrastructure India plc's ("IIP" or the "Company"
and, together with its subsidiaries, the "Group") unaudited interim results
for the period ended 30 September 2023.
The Group has prepared the interim results on a basis other than going concern
due to the uncertainty in relation to the timing of potential transactions,
ultimate receipt of sale proceeds and the specifics of any deferred
consideration. This basis was considered the most appropriate method for the
reporting period.
The activity during the interim reporting period largely reflects the previous
period, the fiscal year ended 31 March 2023, which was dominated by
discussions and due diligence around the sale of both Distribution Logistics
Infrastructure Limited ("DLI") and Indian Energy Limited ("IEL").
Net liabilities were £217.4 million as at 30 September 2023 (net liabilities
of £184.9 million as at 31 March 2023 and £85.7 million as at 30 September
2022). The net liability position was based on preliminary terms with a third
party and the ascribed consideration for the disposal of IIP's largest
holding, DLI. The increase in Group net debt was also a contributor to the net
liability position.
On 6 September 2023, IIP announced that it, along with DLI Group and
Distribution and Logistics Infrastructure India, Mauritius, IIP's wholly-owned
subsidiary ("DLI Mauritius"), had entered into a share purchase and
shareholders' agreement (the "Agreement") for the conditional sale of DLI to
Pristine Malwa Logistics Park Private Limited ("Pristine Malwa") (the
"Transaction"). The Transaction comprised a share swap of up to 33% of
Pristine Malwa's issued share capital and an upfront cash consideration of
approximately US$10 million. Post-period, on 15 February 2024, IIP announced
that it would not be proceeding with the Transaction. Some key areas of the
Agreement were subject to final agreement, which could not be reached in a
manner satisfactory to the IIP Board, in the best interests of IIP
shareholders, and potentially materially undervalued DLI in the Board's
view. Consequently, DLI Mauritius issued a termination notice to Pristine
Malwa. Neither Pristine Malwa nor DLI had fulfilled all conditions precedent
and the long stop date had expired without a mutually agreed extension.
Further to the announcement on 15 February 2024, the Company is in early
discussions with a third party with regard to the proposed sale of DLI and is
evaluating the potential transaction and related timelines, with due diligence
underway, although there can be no guarantee that discussions will lead to
definitive agreements for the sale of DLI. Further announcements will be made
in due course.
Subsequent to the period end, on 4 April 2023, IIP entered into a conditional
agreement for the sale of IEL to FA Power Renewables Private Limited. The sale
of IEL is expected to complete imminently. The total aggregate cash
consideration for IEL is approximately US$4.4 million.
Annual General Meeting, Duration of the Company and AIM Cancellation proposal
Further to the Company's announcement on 25 September 2023, with regard to
delay in publication of the Company's Accounts, the timing of the 2023 Annual
General Meeting ("AGM") was also impacted. Pursuant to the Company's Articles
of Association, the Company should hold an AGM in each calendar year providing
notice and a copy of the published annual audited accounts to shareholders not
less than 21 clear days before the AGM date. IIP will therefore convene an
AGM to be held in May 2024.
At the upcoming AGM, in accordance with IIP's Articles of Association, a
5-yearly vote on the Duration of the Company will be tabled.
The Board has considered the financial position of the Company, in light of
the 5-yearly vote, and with IIP's assets, other than India Hydropower
Development Company ("IHDC"), already held for sale in the Company Accounts,
and the Board intends to propose an orderly winding up of the Group at the
AGM. The estimated timeline of an orderly process is approximately 24 months,
which is also in line with IIP's Articles of Association.
In light of the proposal for the orderly winding up of the Company, and being
mindful of the costs of being a public quoted company, the Board intend to
table a resolution at the AGM for the cancellation of the Company's shares
from trading on AIM.
Further details will be set out in due course within the notice of AGM.
Group liquidity
As at 30 September 2023, the Group had gross cash resources of £0.4 million.
Group gross cash resources on 31 December 2023 were £0.7 million.
The sale of IEL is expected to complete imminently. The total cash
consideration for IEL is approximately US$4.4 million. IIP is also discussing
preliminary terms for the sale of DLI and further announcements with regard to
this will be made as and when appropriate.
Financing
IIP has three fully drawn facilities: a secured term loan provided by IIP
Bridge Facility LLC (the "Term Loan"), an unsecured working capital loan
provided by GGIC, Ltd (the "Working Capital Loan") and an unsecured bridging
loan provided by Cedar Valley Financial (the "Bridging Loan").
The Term Loan was originally provided to IIP's wholly owned Mauritian
subsidiary, Infrastructure India Holdco, in April 2019, in multiple tranches
totalling US$105 million on a four-year term with an interest rate of 15% per
annum and maturing on 1 April 2023. On 31 August 2022, the Term Loan was
increased by US$6 million, taking the principal to US$111 million, with all
other terms and conditions remaining the same. On 17 April 2023, the Term Loan
was increased by US$8 million, taking the principal to US$119 million, with
all other terms and conditions remaining the same. The current amount of
interest accrued is approximately US$95 million.
In April 2019, the Group extended the maturity of the Working Capital Loan and
extended and enlarged the Bridging Loan.
The Working Capital Loan was originally provided to the Group in April 2013 by
GGIC in an amount of US$17 million and increased to US$21.5 million in
September 2017. The Working Capital Loan carried an interest rate of 7.5% per
annum on its principal amount. The Group and GGIC agreed to increase its
interest rate to 15% per annum from 1 April 2019. The current amount of
interest accrued is approximately US$31 million.
The Bridging Loan was originally provided to the Group in June 2017 by Cedar
Valley Financial and was subsequently increased in multiple tranches
to US$64.1 million in March 2019. The Bridging Loan carried an interest rate
of 12.0% per annum on its principal. The Group and Cedar Valley Financial
agreed increase its interest rate to 15% per annum from 1 April 2019. The
current amount of interest accrued is approximately US$71 million.
Post-period, the maturity for the three facilities has been extended until 15
May 2024.
Tom Tribone & Sonny Lulla
26 March 2024
REVIEW OF INVESTMENTS
Distribution Logistics Infrastructure Private Limited ("DLI")
Description Supply chain transportation and container infrastructure company with a large
operational road and rail fleet; developing four large container terminals
across India.
Promoter A subsidiary of IIP
Date of investment Mar 2011 Oct 2011 Jan 12- Sep 2021
Investment amount £34.8 million £58.4 million £181.1 million
Aggregate percentage interest 37.4% 99.9% 99.9%
Investment during the period nil
Valuation as at 30 September 2023 £ 78.9 million
Project debt outstanding £ 66.8 million
as at 30 September 2023
Key developments · The reporting period was dominated by due diligence.
· The Group has received preliminary terms for the sale of DLI from
a third party.
Investment details
DLI is a supply chain transportation and container infrastructure company
headquartered in Bangalore and Gurgaon with a material presence in central,
northern and southern India. DLI provides a broad range of logistics services
including rail freight, trucking, handling, customs clearing and bonded
warehousing with terminals located in the strategic locations of Nagpur,
Bangalore, Palwal (in the National Capital Region) and Chennai.
Developments
Operations were muted due to liquidity constraints and the focus on due
diligence. Operations at Nagpur remained steady although domestic volumes were
impacted by the limited working capital funding.
In southern India, additional construction required by Customs has been
completed and DLI has received a final approval. DLI expects to commence
operations from Bangalore during the first half of 2024. DLI continues to
handle the steel business of JSW, an important customer.
DLI was granted a period of grace for debt servicing by its Indian lenders
until February 2024. DLI management is currently in discussion with its
lenders regarding settlement of its dues.
Valuation
The reported DLI valuation of £78.9 million as at 30 September 2023 is based
on preliminary terms received from a third party for the disposal of DLI, and
the ascribed consideration for DLI.
India Hydropower Development Company LLC ("IHDC")
Description IHDC develops, owns and operates small hydropower projects with seven fully
operational plants (74 MW of installed capacity), and a further 13 MW of
capacity under development or construction.
Promoter Dodson-Lindblom International Inc. ("DLZ")
Date of investment Mar 2011 Jan 2012 May 2012
Investment amount £25.7 million £0.3 million £1.1 million
Aggregate % interest 50% 50% 50%
Investment during the period Nil
Valuation as at 30 September 2023 £17.4 million
Project debt outstanding £5.3 million
as at 30 September 2023
Key developments Overall generation from IHDC's projects was higher than the corresponding
period last year, largely as a result of higher generation at Raura and Sechi
in Himachal Pradesh, Bhandardara II project in Maharashtra and Birsinghpur in
Madhya Pradesh.
Investment details
The IHDC portfolio has installed capacity of approximately 74 MW across seven
projects - Bhandardara Power House I ("BH-I"), Bhandardara Power House II
("BH-II"), Darna in Maharashtra; Birsinghpur in Madhya Pradesh; and Sechi,
Panwi and Raura in Himachal Pradesh. IHDC has an additional 13 MW of capacity
under development and construction.
Project update
Overall generation from IHDC's projects was 135.4 GWh in the first half of the
fiscal year, against 128.7 GWh during the same period last year. The increase
in production was a result of higher generation at Raura and Sechi in Himachal
Pradesh, Bhandardara 2 project in Maharashtra and Birsinghpur in Madhya
Pradesh.
IHDC received a 10-year extension for the Bhandardara 2 PPA from 2026 to 2036
consistent with the order from the Maharashtra Electricity Regulatory
Authority. In December 2023, Maharashtra State Electricity Distribution
Company Limited signed an amendment agreement aligning the Bhandardara 2 PPA
with the lease agreement for a 30-year term.
Trading of Renewable Energy Certificates ("REC") continued. The price of REC's
as at 31 March 2023 was INR 1,000 per REC. The price of REC's as at 30
September 2023 was INR 500 per REC.
Valuation
The IHDC portfolio was valued in accordance with the Group's stated valuation
methodology by using a composite risk premium of 2.67% over the risk free rate
of 7.29%. The composite risk premium is computed using a MW-based weighted
average of risk premia of individual assets related to their stage of
operations.
The value for IHDC investments as at 30 September 2023 is £17.4 million (31
March 2023 £17.3 million; 30 September 2022 £18.5 million). The factors
driving the valuation are movement in the risk-free rate, changes in currency
and business updates. Business updates include changes in management
assumptions and delays in projected completion for the Melan project.
Consolidated Statement of Comprehensive Income
for the period ended 30 September 2023
(Unaudited) (Unaudited) (Audited)
6 months 6 months Year
ended ended ended
30 September 2023 30 September 2022 31 March
2023
Continuing operations Note £'000 £'000 £'000
Movement in fair value on investments at fair value through profit or loss 11 72 -
(1,203)
Commitment fee income - - 210
Foreign exchange (loss)/ gain (3,701) (40,832) (13,252)
Asset management and valuation services 9 (2,760) (2,760) (5,520)
Other administration fees and expenses 8 (4,367) (1,006) (2,202)
Operating loss (10,756) (44,598) (21,967)
Finance costs 16 (20,811) (17,612) (37,277)
Loss before taxation (31,567) (62,210) (59,244)
Taxation - - -
Loss for the period (31,567) (62,210) (59,244)
Other comprehensive income - - -
Total comprehensive loss - continuing operations (31,567) (62,210) (59,244)
Total comprehensive income/(loss) - discontinued operations (949) 23,234 (78,909)
Total comprehensive loss (32,516) (38,976) (138,153)
Basic and diluted loss per share (pence) 10 (4.77)p (5.72)p (20.26)p
The accompanying notes form an integral part of the financial statements.
Consolidated Statement of Financial Position
as at 30 September 2023
(Unaudited) (Unaudited) (Audited)
6 months ended 6 months ended Year
30 September 2023 30 September 2022 ended
31 March
2023
Note £'000 £'000
£'000
Non-current assets
Investments at fair value through profit or loss 11 17,406 18,537 17,334
Total non-current assets 17,406 18,537 17,334
Current assets
Debtors and prepayments 36 55 40
Cash and cash equivalents 409 3,032 322
Assets held for sale 12 82,183 181,747 81,779
Total current assets 82,628 184,834 82,141
Total assets 100,034 203,371 99,475
Current liabilities
Trade and other payables (11,555) (6,291) (9,474)
Loans and borrowings 16 (305,920) - (274,926)
Total current liabilities (317,475) (6,291) (284,400)
Long term liabilities
Loans and borrowings 16 - (282,828) -
Total long-term liabilities - (282,828) -
Total liabilities (317,475) (289,119) (284,400)
Net liabilities (217,441) (85,748) (184,925)
Equity
Ordinary shares 13 6,821 6,821 6,821
Share premium 13 282,808 282,808 282,808
Retained earnings (507,070) (375,377) (474,554)
Total equity (217,441) (85,748) (184,925)
These financial statements were approved by the Board on 26 March 2024 and
signed on their behalf by
Sonny
Lulla
Graham Smith
Chief
Executive
Director
The accompanying notes form an integral part of the financial statements.
Consolidated Statement of Cash Flows
for the period ended 30 September 2023
(Unaudited) (Unaudited) (Audited)
6 months ended 6 months ended Year
30 September 2023 30 September 2022 ended
31 March
2023
Note £'000 £'000
£'000
Cash flows from operating activities
(Loss)/profit for the period (32,516) (38,976) (138,153)
Adjustments:
Movement in fair value on investments at FV through profit or loss 11 (72) - 1,203
Finance costs 16 20,811 17,612 37,277
Foreign exchange loss 3,801 40,832 13,252
(7,976) 19,468 (86,421)
Increase/(decrease) in creditors and accruals 2,081 3,162 189
Decrease/(increase) in debtors and prepayments 4 174 6,345
Net cash generated from/ (utilised by) operating activities - continuing (5,891) 22,804 (79,887)
operations
Net cash (utilised by)/generated from operating activities - discontinued 12 949 (23,234) 78,911
operations
Net cash utilised by operating activities (4,942) (430) (975)
Cash flows from investing activities
Purchase of investments - - -
Cash utilised by investing activities - continuing operations - - -
Cash utilised by investing activities - discontinued operations 12 (1,353) (2,039) (4,216)
Cash utilised by investing activities (1,353) (2,039) (4,216)
Cash flows from financing activities
Loans advanced 6,366 5,162 5,163
Net cash generated from financing activities 6,366 5,162 5,163
Increase/(decrease) in cash and cash equivalents 71 2,693 (29)
Cash and cash equivalents at the beginning of the period 322 347 347
Effect of exchange rate fluctuations on cash held 16 (8) 4
Cash and cash equivalents at the end of the period 409 3,032 322
The accompanying notes form an integral part of the financial statements.
Notes to the interim consolidated financial statements
for the six months ended 30 September 2023
1. General information
The Company is a closed-end investment company incorporated on 18 March 2008
in the Isle of Man as a public limited company. The address of its registered
office is 55 Athol Street, Douglas, Isle of Man.
The Company is listed on the AIM market of the London Stock Exchange.
The Company and its subsidiaries (together the Group) invest in assets in the
Indian infrastructure sector, with particular focus on assets and projects
related to energy and transport.
The Company has no employees.
2. Basis of Preparation
These condensed consolidated interim financial statements for the six-month
period ended 30 September 2023 have been prepared in a form consistent with
that which will be adopted in the Group's annual accounts having regard to the
accounting standards applicable to such annual accounts namely International
Financial Reporting Standards ('IFRS') and should be read in conjunction with
the Group's last annual consolidated financial statements as at and for the
year ended 31 March 2023 ('last annual financial statements'). They do not
include all of the information required for a complete set of financial
statements prepared in accordance with IFRS Standards. However, selected
explanatory notes are included to explain events and transactions that are
significant to an understanding of the changes in the Group's financial
position and performance since the last annual financial statement.
These interim consolidated financial statements were approved by the Board of
Directors on 26` March 2024.
3. Going Concern
As disclosed within the 31 March 2023 consolidated financial statements, the
Board has concluded that the Group cannot be considered a going concern and as
a result a basis other than that of going concern has been adopted. The
investments holdings in DLI and IEL have been moved to available for sale and
carried at the expected realisable amounts as per IFRS 5. Other than this,
there is no impact to the financial information as result of changing to this
basis as investments were already being carried at realisable amounts.
The financial statements do not include any provision for the future costs of
except to the extent that such costs were committed at the end of the
reporting period.
4. Basis of consolidation
The consolidated financial statements incorporate the financial statements of
the Company and entities controlled by the Company (its subsidiaries and
subsidiary undertakings). Control is achieved where the Company has power over
an investee, exposure or rights to variable returns and the ability to exert
power to affect those returns.
The results of subsidiaries acquired or disposed of during the year are
included in the consolidated Statement of Comprehensive Income from the
effective date of acquisition or up to the effective date of disposal, as
appropriate.
Where necessary, adjustments are made to the financial statements of
subsidiaries to bring the accounting policies used into line with those used
by the Group. All intra-group transactions, balances, income and expenses are
eliminated on consolidation.
The Directors consider the Company to be an investment entity as defined by
IFRS 10 Consolidated Financial Statements as it meets the following criteria
as determined by the accounting standard;
· Obtains funds from one or more investors for the purpose of
providing those investors with investment management services;
· Commits to its investors that its business purpose is to invest
funds solely for returns from capital appreciation, investment income or both;
and
· Measures and evaluates the performance of substantially all of
its investments on a fair value basis.
As an investment entity under the terms of the amendments to IFRS 10
Consolidated Financial Statements, the Company is not permitted to consolidate
its controlled portfolio entities.
5. Significant accounting policies
The accounting policies applied by the Group in these interim consolidated
financial statements are the same as those applied by the Group in its
consolidated financial statements as at and for the year ended 31 March 2023.
6. Critical accounting estimates and assumptions
The preparation of interim financial statements requires management to make
judgements, estimates and assumptions that affect the application of
accounting policies and the reported amounts of assets and liabilities, income
and expense.
Actual results may differ from these estimates. In preparing these interim
consolidated financial statements, the significant judgements made by
management in applying the Group's accounting policies and the key sources of
estimation uncertainty were the same as those that applied to the consolidated
financial statements as at and for the year ended 31 March 2023.
During the six months ended 30 September 2023 management reassessed its
estimates in respect of:
Valuation of financial instruments
The Group holds investments in several unquoted Indian infrastructure
companies. The Directors' valuations of these investments, as shown in note 11
and note 12, are based on a discounted cash flow methodology or recent
transaction prices, prepared by the Company's Asset Manager (Franklin Park
Management). The valuations are inherently uncertain and realisable values may
be significantly different from the carrying values in the financial
statements.
The methodology is principally based on company-generated cash flow forecasts
and observable market data on interest rates and equity returns. The discount
rates are determined by market observable risk free rates plus a risk premium
which is based on the phase of the project concerned.
7. Financial risk management policies
The Group's financial risk management objectives and policies are consistent
with those disclosed in the consolidated financial statements as at and for
the year ended 31 March 2023.
8. Other administration fees and expenses
6 months ended 6 months ended Year ended
30 September 2023
30 September 2022
31 March
2023
£'000 £'000 £'000
Audit fees 19 51 29
Legal fees 3,447 534 955
Corporate advisory fees 72 75 152
Other professional costs 602 84 400
Administration fees 82 82 165
Directors' fees 83 88 168
Insurance costs 7 6 9
Share based payments - - (9)
Other costs 55 86 333
4,367 1,006 2,202
9. Investment management, advisory and valuation fees
On 14 September 2016, the Group entered into a revised and restated management
and valuation and portfolio services agreement (the "New Management
Agreement") with Franklin Park Management, LLC ("Franklin Park" or the "Asset
Manager"), the Group's existing asset manager, to effect a reduction in annual
cash fees payable by IIP to the Asset Manager. The other terms of the New
Management Agreement were unchanged from those of the prior agreement between
the parties. A further revision was made in June 2019.
Under the New Management Agreement, the Asset Manager is entitled to a fixed
annual management fee of £5,520,000 per annum (the "Annual Management Fee"),
payable quarterly in arrears. The Fee Shares will be issued free of charge, on
1 July of each calendar year for the duration of the New Management Agreement.
Fees including the accrued Fee Shares and consulting fees for the period ended
30 September 2023 were £2,760,000 (30 September 2022: £2,760,000).
10. Basic and diluted earnings per share
Basic earnings/(loss) per share are calculated by dividing the loss
attributable to shareholders by the weighted average number of ordinary shares
outstanding during the year.
Group Group Group
30 September 2023 30 September 2022 31 March
2023
Loss for the period (£ thousands) (32,516) (38,976) (138,153)
Weighted average number of shares (thousands) 681,882 681,882 681,882
Basic and diluted loss per share (pence) (4.77)p (5.72)p (20.26)p
There is no difference between basic and diluted earnings/(loss) per share.
11. Investments - designated at fair value through profit or loss
Investments, consisting of unlisted equity securities, are recorded at fair
value as follows:
SMH IHDC Total
£'000 £'000 £'000
Balance at 1 April 2023 - 17,334 17,334
Additions - - -
Fair value adjustment - 72 72
Balance as at 30 September 2023 - 17,406 17,406
(i) Shree Maheshwar Hydel Power Corporation Ltd ("SMH")
(ii) India Hydropower Development Company LLC ("IHDC")
As noted in the 31 March 2023 financial statements, it is assumed that SMH has
no contribution to IIP's valuation.
The investments in IHDC has been fair valued by the Directors as at 31 March
2023 using discounted cash flow techniques, as described in note 6. The
discount rate adopted for the investments is the risk free rate (based on the
Indian government 10-year bond yields) plus a risk premium of 2.67% for IHDC
(2022: 2.67%)
All the investments valued using discounted cash flow techniques are
inherently difficult to value due to the individual nature of each investment
and as a result, valuations may be subject to substantial uncertainty. There
is no assurance that the estimates resulting from the valuation process will
reflect the actual sales price even where such sales occur shortly after the
valuation date.
12. Assets held for sale
DLI Disposal Group IEL Disposal Group
Total
£'000 £'000 £'000
Balance at 1 April 2023 78,579 3,200 81,779
Additions 1,353 - 1,353
Fair value adjustment (1,028) 79 (949)
Balance as at 30 September 2023 78,904 3,279 82,183
13. Share capital and share premium
No. of shares Share capital Share premium
Ordinary shares
of £0.01 each £'000 £'000
Balance at 30 September 2023 682,084,189 6,821 282,808
14. Net asset value per share
The NAV per share is calculated by dividing the net assets attributable to the
equity holders at the end of the period by the number of shares in issue.
Group Group Group
30 September 2023 30 September 2022 31 March
2023
Net assets (£'000) (217,441) (85,748) (184,925)
Number of shares in issue 682,084,189 682,084,189 682,084,189
NAV per share (pence) 0.0p 0.0p 0.0p
15. Group entities
Since incorporation, for efficient portfolio management purposes, the Company
has established or acquired the following subsidiary companies, with certain
companies being consolidated and others held at fair value through profit or
loss in line with the Amendments to IFRS 10 Consolidated Financial Statements:
Consolidated subsidiaries Country of incorporation Ownership interest
Infrastructure India HoldCo Mauritius 100%
Power Infrastructure India Mauritius 100%
Power Infrastructure India (Two) Mauritius 100%
Distribution and Logistics Infrastructure India Mauritius 100%
Hydropower Holdings India Mauritius 100%
India Hydro Investments Mauritius 100%
Indian Energy Mauritius Mauritius 100%
Non-consolidated subsidiaries held at fair value through profit or loss
Distribution & Logistics Infrastructure sub group:
Distribution and Logistics Infrastructure Private Limited India 100.00%
Freightstar India Private Limited India 100.00%
Freightstar Private Limited India 99.79%
Deshpal Realtors Private Limited India 99.76%
Bhim Singh Yadav Property Private India 99.86%
Indian Energy Limited sub group (IEL):
Belgaum Wind Farms Private Limited India 99.99%
iEnergy Wind Farms (Theni) Private Limited India 73.99%
iEnergy Renewables Private Limited India 99.99%
India Hydropower Development Company sub group (IHDC):
Franklin Park India LLC Delaware 100.00%
India Hydropower Development Company LLC Delaware 50.00%
16. Loans and borrowings
Capital Interest Total
£'000 £'000 £'000
Balance as at 1 April 2023 209,208 65,718 274,926
Interest charge for the period - 20,811 20,811
Capitalised loan interest 9,166 (9,166) -
Additional Capital 6,366 - 6,366
Foreign currency (gain)/loss 2,721 1,096 3,817
Balance as at 30 September 2023 227,461 78,459 305,920
On 8 April 2013, the Group entered into a working capital loan facility
agreement with GGIC Ltd ("GGIC") for up to US$17.0 million. The loans
increased to US$21.5 million in September 2017. The working capital loan has
an interest rate of 7.5% per annum, payable semi-annually during the facility
period. The Group's ultimate controlling party during the year was GGIC and
affiliated parties.
In addition, and on 30 June 2017, the Group entered into an US$8.0 million
unsecured bridging loan facility with Cedar Valley Financial ("Cedar Valley"),
an affiliate of GGIC and the loan was subsequently increased in multiple
tranches to US$64.1 million. The bridging loan has an interest rate of 12% per
annum, payable semi-annually during the facility period. Cedar Valley's
ultimate controlling party during the year was GGIC and affiliated parties.
From 2 April 2019 both the GGIC and the Cedar Valley loans carried an interest
rate of 15% per annum
The Group arranged further debt facility of up to US$105 million
(approximately £87.5 million) with IIP Bridge Facility LLC (the "Lender"), an
affiliate of GGIC originally on 2 April 2019. A further £6 million was drawn
down in August 2022. At 31 March 2023, the US$111 million loan facility had
been fully drawn down. The Loan is a secured term loan provided to the Group's
wholly owned Mauritian subsidiary, Infrastructure India Holdco. The loan
accrues interest daily in a manner that yields a 15% IRR to the Lender
(increasing to 18% IRR in the event of default) and payable at maturity, and
is secured on all assets of Infrastructure India Holdco, including 100% of the
issued share capital of Distribution Logistics Infrastructure India ("DLII"),
DLI's Mauritian parent company.
As at 30 September 2023 the Bridge Facility LLC, GGIC and Cedar Valley loans
had a maturity date of 31 October 2023. Subsequently, the loan maturity has
been extended until 15 May 2024.
17. Related party transactions
Management services and Directors' fees
Franklin Park Management LLC ("FPM") is beneficially owned by certain
Directors of the Company, namely Messrs Tribone, Lulla and Venerus, and
receives fees in its capacity as Asset Manager as described in note 9.
Loans and borrowings
See note 16 regarding loans from GGIC and Cedar Valley Financial, including
interest charged in the year and accrued at the year-end.
18. Subsequent events
On 29 February 2024, the company announced that it was in early discussions
with a third party with regard to the proposed sale of DLI following the
termination of the conditional share purchase and shareholders' agreement with
the Pristine Malwa Logistics Private Limited. The company is evaluating
potential transaction and related timeliness, although there can be no
guarantee that discussions will lead to definitive agreements for the sale of
DLI.
IIP is in discussions with the Lenders with regard to a further extension to
the maturity date of the Debt Facilities and the principal lender has agreed
to an extension until 15 May 2024. The Company's expectation of timelines in
respect of the potential DLI transaction is relevant to these discussions.
19. Market Abuse Regulation (MAR) Disclosure
Certain information contained in this announcement would have been deemed
inside information for the purposes of Article 7 of Regulation (EU) No
596/2014 until the release of this announcement.
This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact
rns@lseg.com (mailto:rns@lseg.com)
or visit
www.rns.com (http://www.rns.com/)
.
RNS may use your IP address to confirm compliance with the terms and conditions, to analyse how you engage with the information contained in this communication, and to share such analysis on an anonymised basis with others as part of our commercial services. For further information about how RNS and the London Stock Exchange use the personal data you provide us, please see our
Privacy Policy (https://www.lseg.com/privacy-and-cookie-policy)
. END IR BIGDXGUDDGSLRecent news on Infrastructure India
See all newsREG - Infrastructure India - DLI Asset Update
AnnouncementREG - AIM Infrastructure India - Restoration - Infrastructure India plc
AnnouncementREG - Infrastructure India - Half-year Report
AnnouncementREG - Infrastructure India - Final Results
AnnouncementREG - Infrastructure India - Update on Debt Facilities
Announcement