Deal Closed | JM Financial Products Limited | Acquisition Financing

Khaitan & Co. Aug 12, 2021

The details of the deal are as follows:

Sector: Banking and Finance

Announcement Date: 16-Jun-2021

Completion Date: 16-Jun-2021

Name of Client: JM Financial Products Limited

JM Financial Products Limited, a non-banking finance company, engages in financing activities in India.

Deal Description: Advised the investors and arranger in relation to the structured acquisition finance transaction involving issuance of senior, secured, listed, rated non-convertible debentures aggregating to INR 1500 crores by Flometallic India Private Limited (TVS group company) on private placement basis. JM Financial Limited acted as an Arranger to the Issue. The proceeds of the issue have been utilized for financing the purchase consideration payable for acquisition of 32% equity share capital of Brakes India Private Limited (“BIL”) from ZF International UK Limited (“ZF”).

Total Consideration: INR 1500 crore (USD 204 million)

Team Members: Manisha Shroff (Partner), Riya Bhattacharjee (Principal Associate), Sonakshi Faujdar (Associate), Sakshi Dhapodkar (Associate), Akshansh Sharma (Associate)

Role of Firm: Acted as the sole transaction counsel and worked on the following:

Structuring the security package for the transaction and drafting the term sheet and other transaction documents;
Advising on various SEBI circulars including circular dated 03 November 2020 on security creation for listed issuances, circular dated 01 October 2019 on investment norms by mutual funds;
Advised on various compliances of Companies Act 2013 such as Section 67, 70, 185, 186 and other related provisions on financial assistance and third-party security creation.
Advising on the electronic book mechanism and all relevant documents pertaining to the same; and
Providing the overall advisory for the listing and issuance of debentures, including all disclosure requirements for the Issue.