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Shapoorji Pallonji & Company Private Limited (SPCPL)

Resolution under the RBI Resolution Framework for COVID-19 related stress

2021

Deal Highlights

  • SPCPL, the flagship company of the Shapoorji Pallonji group is a holding cum operating company
  • Fallout of COVID-19 pandemic led to financial stress on SPCPL, impacting its ability to generate cash flows for servicing its debt.
  • Asset Monetization & Promoter Fund Raise planned by the SP Group was also delayed due to global risk aversion arising from COVID-19.
  • Subsequently on the request of SPCPL, Lenders invoked OTR under RBI’s ‘Resolution Framework for COVID-19-related Stress’ (“COVID Circular”) on 26th October 2020.
  • SBICAP was appointed as Transaction Advisor by SBI (Lead Bank) on behalf of the Lenders of SPCPL for assisting the Lenders in preparation and implementation of Resolution Plan (‘RP’) for debt facilities availed by SPCPL.
  • Total debt resolved of INR 207,980 Mn comprised a mix of Term Loans, Commercial Papers, NCDs, Cash Credit & Non-Fund based limits.  
  • Key Contours of the RP –  Lateral shift of principal payment by 2 yrs; Conversion of unpaid interest into FITL; Conversion of CPs & NCDs into Term Loan; continuation of existing ROI; Continuation of existing WC limits; Formulation of TRA mechanism; existing exclusive security to continue; new security pool offered to unsecured and partially secured Lenders thereby making these facilities secured. 
  • Reduction of debt worth INR 108,140 Mn is planned through asset monetization by March’22.
  • The Resolution Plan received ‘RP 4’ rating from CARE Ltd.
  • The Expert Committee approved the RP and subsequently all the Lenders implemented the same by 31st March 2021. 

 

Financial Creditor Mix (in Rs million)

 

SBICAP ROLE

  • The transaction involved coordinating with a diversified group of 21 lenders including Banks, FIs and NBFCs with different types of facilities such as Term Loans, Commercial Papers, NCDs, Cash Credit and Non-Fund based limits and different security structures. Unanimity in decision making was important to achieve value maximization and successful closure of the resolution transaction. 
  • SBICAP assisted Lead Bank in designing the Resolution Plan of SPCPL to ensure value maximization for all Lenders. 
  • SBICAP also worked closely with SPCPL and the Lead Bank and played an instrumental role in formulating the security structure and Asset Monetization Plan in order to ensure all Lenders’ interests are adequately protected. 
  • SBICAP facilitated timely implementation of the RP, thereby ensuring that the Company as well as all Lenders were able to avail the benefit of RBI’s COVID-19 Resolution Framework.

Deal Summary

Total Fund Based Debt Resolved INR 112,930 Mn
Total Non-Fund Based Debt Resolved INR 95,050 Mn
Total Debt Resolved INR 207,980 Mn

Other Resolution Advisors

Mott Macdonald TEV Consultant
Dun & Bradstreet ASM
Care Ratings Limited Credit Evaluation Agency
L&L Partners (‘Luthra’) Lenders’ Legal Counsel

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