An affiliate of Cerberus Capital Management, Canyon Capital Advisors LLC and certain other investors have made a $1.7 billion debt issuance in the form of high-yield, rated, listed, secured, non-convertible debentures issued by Goswami Infratech Private Limited, a member of the Shapoorji Pallonji Group, for refinancing the existing debt of the issuer and group entities.
The proposed issuance is secured by a hypothecation of the assets and pledge over the shares of the issuer and other group companies. The debentures are also backed by guarantees and credit support undertakings from the group entities.
Khaitan & Co played the following roles in this transaction:
Acted as investor's legal counsel to Cerberus Capital Management, L.P., Canyon Capital Advisors LLC and DavidsonKempner Investment Advisors India Private Limited in relation to issuance of 1,430,000 rated, listed, secured, zero coupon, redeemable, non-convertible debentures of the nominal value of ₹100,000 each, aggregating to ₹143,000,000,000 by Goswami Infratech Private Limited, a member of Shapoorji Pallonji group.
Advised Promontoria Holding 429 B.V.(a special purpose vehicle of Cerberus Capital Management) on the Indian law aspects in relation to a term loan facility of $192,500,000 being availed from JPMorgan Chase Bank, N.A., London Branch to pay the amounts due under the credit linked investment transaction entered into or to be entered into between Promontoria Holding 429 B.V. and Standard Chartered Bank.
Advised Canyon Capital Advisors LLC, on behalf of and in its capacity as investment advisor to, Canyon Capital Finance S.àr.l. on the Indian law aspects in relation to a bond forward and a sale and purchase agreement with Standard Chartered Bank (Singapore) Limited.
Assisted in conducting the due diligence and advised on the structuring of the transaction, review, negotiating and finalizing the transaction documents, review of the conditions precedent, enforcement related aspects and other closing formalities.
The deal was led by Kumar Saurabh Singh (Partner), Kartick Maheshwari (Partner), Divaspati Singh (Partner), Ahana Sinha (Partner), Anshuman Sakle (Partner) and Tanushree Bhuwalka (Partner) and was assisted by:
Banking and Finance Team: Manas Pandey (Principal Associate), Saumya Agarwal (Associate) and Akash Mukherjee (Associate)
Corporate Team: Devaditya Chakravarti (Principal Associate), Virali Nagda (Senior Associate) and Vivek Badkur (Associate)
Funds Team: Rohit G Jayaraman (Counsel) and Deep Shah (Associate)
Competition Law Team: Soham Banerjee (Principal Associate)
This bond issuance is one of the largest deal value in the private credit space and involved analysis of various regulatory and legal issues in order to structure the entire debt and security package.
This deal involved structuring from a regulatory and tax perspective in order to crystallise the security package for a $1.7 billion bond issuance, which is one of the largest private credit deal in the domestic market.
The size and structure of this deal sets a new benchmark for private credit investors in India and is also a sign of the regulatory enablers in place to facilitate transactions of this nature.
If you would like your Deals, Columns, Press Releases to be published on Bar & Bench, please fill in the form available here.