Revised SCHEDULE I · M/s Runwal Developers Private Limited (RDPL) was formed in March, 1988. It is...
Transcript of Revised SCHEDULE I · M/s Runwal Developers Private Limited (RDPL) was formed in March, 1988. It is...
SCHEDULE I
[See Regulation 5 (2) (b), Regulation 19(3), Regulation 21 and
Regulation 21A]
DISCLOSURES
A. Memorandum and Articles of Association and necessary resolution(s) for the allotment of
the debt securities: ANNEXURE – A
B. Copy of last three years audited Annual Reports: ANNEXURE - B
C. Statement containing particulars of, dates of, and parties to all material contracts and
agreements:
There are no financial obligations other than those stated in Information Memorandum.
D. Copy of the Board / Committee Resolution authorizing the borrowing and list of
authorized signatories: ANNEXURE - C
E. An undertaking from the issuer stating that the necessary documents for the creation of the
charge, where applicable, including the Trust Deed would be executed within the time frame
prescribed in the relevant regulations/act/rules etc and the same would be uploaded on the
website of the Designated Stock exchange, where the debt securities have been listed, within
five working days of execution of the same.
F. Any other particulars or documents that the recognized stock exchange may call for as it
deems fit.
G. An undertaking that permission / consent from the prior creditor for a second or pari passu
charge being created, where applicable, in favor of the trustees to the proposed issue has been
obtained: ANNEXURE – D
A. Issuer Information
a. Name and address of the following:-
i. REGISTERED OFFICE OF THE ISSUER
Name Horizon Projects Private Limited
Address
Runwal & Omkar Esquare, 5th Floor, Opp. Sion Chunabhatti Signal,
Off Eastern Express Highway, Sion(E), Mumbai - 400 022 Maharashtra
022-61133000
ii. CORPORATE OFFICE OF THE ISSUER
Name Horizon Projects Private Limited
Address
Runwal & Omkar Esquare, 5th Floor, Opp. Sion Chunabhatti Signal, Off
Eastern Express Highway, Sion(E), Mumbai - 400 022 Maharashtra
022-61133000
iii. COMPLIANCE OFFICER OF THE ISSUER
Name Ms. Jignasha Thakkar/Ms Charu Patki
Address
Runwal & Omkar Esquare, 5th Floor, Opp. Sion Chunabhatti Signal,
Off Eastern Express Highway, Sion(E), Mumbai - 400 022Maharashtra
022-61133000
Email Address :- [email protected], [email protected]
iv. CFO OF THE ISSUER
Name Ananthanarayanan Varadarajan
Address
Runwal & Omkar Esquare, 5th Floor, Opp. Sion Chunabhatti Signal,
Off Eastern Express Highway, Sion(E), Mumbai - 400 022 Maharashtra
022-61133000
Email Address :- [email protected]
v. ARRANGERS, IF ANY, OF THE INSTRUMENT
NA
vi. TRUSTEES FOR THE ISSUE
Name IL&FS Trust Company Limited
Address
The IL&FS Financial Centre, Plot No C-22, G Block, Bandra Kurla
Complex, Bandra East, Mumbai-400 051, India
Email: [email protected]
vii. REGISTRAR OF THE ISSUE
Name Link Intime India Pvt. Ltd
Address C-13, Pannalal Silk Mills Compound, L.B.S. Marg, Bhandup (West),
Mumbai – 400078
viii. CREDIT RATING AGENCY(IES) OF THE ISSUE
Name Credit Analysis & Research Limited
Address 4th Floor, Godrej Coliseum, Somaiya Hospital Road, Off. Eastern Express
Highway, Sion (East), Mumbai – 400 022
ix. AUDITORS OF THE ISSUE
Name M. B. Agarwal & CO
Address 204, Mhatre Pen Building, Senapati Bapat Marg, Dadar (West), Mumbai –
400 028
b. A brief summary of the business/ activities of the Issuer and its line of business:
Horizon Projects Private Limited incorporated on February 4, 2011 is into the business of
conceptualizing, developing, planning, setting up, buying selling and managing properties
and the business of land development and to carry on the business as builders, developers,
contractors in regard to erection and construction of houses, buildings, ownership flats etc.
M/s Runwal Developers Private Limited (RDPL) was formed in March, 1988. It is a Runwal
Group company. Runwal Group is a prominent real estate developer based in Mumbai. The
group was founded in 1978 by Mr. Subhash Runwal, Chartered Accountant. He has two sons
Mr. Sandeep Runwal, who is M.B.A. from I.I.M. Bangalore and Mr. Subodh Runwal who is
M.B.A. from North Eastern University, Boston. Both the sons are actively involved in the
business. The group has developed 27 projects admeasuring approx 30 lacs square feet
currently working on 15 projects admeasuring approx 113 lacs square feet.
ii. Corporate Structure:
The Company is a wholly own subsidiary of Runwal Developers Private Limited.
iii. Key Operational and Financial Parameters * for the last 3 Audited years:
Key Operational & Financials Parameters for the last 3 Audited Years
(Rs. In Crore)
Year
Particulars 2012 2011 2010
Net worth 0.01 0.01 -
Total Debt -
Non Current - - -
Short term Borrowing - - -
Current maturities of Long term
borrowing - - -
Net Fixed assets - - -
Non current assets - - -
Cash & Cash Equivalents 0.06 0.01 -
Current Investments - - -
Current Assets 0.51 - -
Current Liabilities 0.03 - -
Net Sales - - -
EBITDA - - -
EBIT - - -
Interest - - -
PAT - - -
Dividend Amount - - -
Incorporation Details
Name Horizon Projects Private Limited
CIN No U45400MH2011PTC213029
PAN AAFCR1404F
Date of Incorporation 04/02/2011
Registered Office Runwal & Omkar Esquare, 5th Floor, Opp. Sion Chunabhatti
Signal, Off Eastern Express Highway, Sion(E), Mumbai - 400
022 Maharashtra
022-61133000
Details of share capital as on the last quarter end:
Share Capital 10,000 equity shares Class A of Rs.10 each
Authorised Capital 10,000 equity shares Class A of Rs.10 each
Issued, Subscribed and
Paid-up Share Capital
10,000 equity shares Class A of Rs.10 each
Current Ratio 17.00 - -
Interest Coverage ratio - - -
Gross Debt/Equity Ratio NA - -
Debt Service Coverage Ratio - - -
*Debt/Equity (Post Issue)= 1.43 as on
May 31, 2013
(OCD’s issued by issuer is treated as
quasi equity)
Changes in its capital structure as on the last quarter end, for the last five years:
Date Authorized Capital Particulars Remarks
4th Feb
2011 1,00,000
Rs. 1,00,000/-
Divided into 10,000
Shares of Rs. 10/- each
Since incorporation of
the company
Total 1,00,000
Date of
EOGM Authorized Capital Particulars
Remarks
27/12/2012 1,00,000
Rs. 1,00,000/-
Divided into 10,000
Class A shares of Rs.
10/- each
Reclassification
Total 1,00,000
*Equity share capital history of the Issuer as on 31st March 2013, for the last five years:
Date
of
Allot
ment
No. of
Equit
y
Share
s
Face
Valu
e
(INR
)
Issue
Price
(INR
)
Consider
ation
(Cash /
other
than cash,
etc)
Natur
e of
Allot
ment
Cumulative Rema
rk No. of
equity
shares
Equity
Shares
Capital
Equity
Share
Premiu
m
4th Feb
11
4000 10 10 Cash Initial
Subscr
iber
4000 40000 - -
4th Feb
11
3000 10 10 Cash Initial
Subscr
iber
3000 30000 - -
4th Feb
11
3000 10 10 Cash Initial
Subscr
iber
3000 30000 - -
*Equity capital was reclassified as Class A shares.
Date
of
Trans
fer
No. of
Equit
y
Share
s
Face
Valu
e
(INR
)
Issue
Price
(INR
)
Consider
ation
(Cash /
other
than cash,
etc)
Natur
e of
transa
ction
Cumulative Remark
No. of
equity
shares
*Equit
y
Shares
Capital
Equity
Share
Premiu
m
19/12/
2012
4000 10 10 Cash Transf
er
4000 40000 - -
19/12/
2012
3000 10 10 Cash Transf
er
3000 30000 - -
19/12/
2012
3000 10 10 Cash Transf
er
3000 30000 - -
*Equity capital was reclassified as Class A shares.
Details of any acquisition or amalgamation in the last one year
Nil
Details of any reorganization or reconstruction in the last one year
Nil
*Shareholding pattern of the Issuer as on the last quarter end:
S. No. Particulars Total
Number of
Equity
No. of shares
in demat form
Total
shareholding as
% of total no. of
equity shares
1 Runwal
Developers Private
9999 Nil 99.99
Limited
2 Sandeep Runwal
on behalf of
Runwal
Developers Private
Limited
1 Nil 0.01
Total 10000 Nil 100
*Equity capital was reclassified as Class A shares.
Notes: Shares pledged or encumbered by the promoters- Nil
List of top 10 holders of *equity shares of the Issuer as on the latest quarter end:
S. No. Name of the
shareholders
Total
Number of
Equity
No. of shares
in demat form
Total
shareholding as
% of total no. of
equity shares
1 Runwal
Developers Private
Limited
9999 Nil 99.99
2 Sandeep Runwal
on behalf of
Runwal
Developers Private
Limited
1 Nil 0.01
Total 10000 Nil 100
*Equity capital was reclassified as Class A shares.
FOLLOWING DETAILS REGARDING DIRECTORS OF THE ISSUER
Details of the current directors of the Issuer:
Name, Designation
and DIN
Age Address Director of
the Issuer
since
Details of other
directorship
MR. S. S.
RUNWAL
69 yrs Runwal &
Omkar Esquare,
5th Floor, Opp.
Sion Chunabhatti
Signal, Off
Eastern Express
Highway, Sion
(East), Mumbai
– 400 022.
Since
Incorporati
on
i.e.
04/02/2011
Dhruva Woollen Mills
Private Limited
Wheelabrator Alloy
Castings Limited
Runwal Housing Private
Limited
Odeon Exhibitors Private
Limited
Runwal Properties Private
Limited
Runwal Estates Private
Limited
Runwal Builders Private
Limited
Runwal Heights Private
Limited
Runwal Developers Private
Limited
Runwal Farms Private
Limited
Ariane Orgachem Private
Limited
Ferico Laboratories Limited
Runwal Homes Private
Limited
Runwal Realty Private
Limited
Runwal Projects Private
Limited
Runwal Township Private
Limited
Runwal Residency Private
Limited
MR. SANDEEP S.
RUNWAL
41 yrs Runwal &
Omkar Esquare,
5th Floor, Opp.
Sion Chunabhatti
Signal, Off
Eastern Express
Highway, Sion
(East), Mumbai
– 400 022.
Since
Incorporati
on
i.e.
04/02/2011
Dhruva Woollen Mills
Private Limited
Wheelabrator Alloy
Castings Limited
Runwal Housing Private
Limited
Runwal Properties Private
Limited
Runwal Estates Private
Limited
Runwal Builders Private
Limited
Runwal Heights Private
Limited
Runwal Developers Private
Limited
Odeon Exhibitors Private
Limited
Ariane Orgachem Private
Limited
Runwal Farms Private
Limited
Ferico Laboratories Limited
Runwal Homes Private
Limited
Runwal Realty Private
Limited
R Mall Developers Private
Limited
Runwal Projects Private
Limited
Runwal Township Private
Limited
Runwal Residency Private
Limited
MR. SUBODH S.
RUNWAL
37 yrs Runwal &
Omkar Esquare,
5th Floor, Opp.
Sion Chunabhatti
Signal, Off
Eastern Express
Highway, Sion
(East), Mumbai
– 400 022.
Since
Incorporati
on
i.e.
04/02/2011
Dhruva Woollen Mills
Private Limited
Runwal Housing Private
Limited
Runwal Estates Private
Limited
Runwal Builders Private
Limited
Runwal Heights Private
Limited
Runwal Developers Private
Limited
Odeon Exhibitors Private
Limited
Runwal Farms Private
Limited
Ferico Laboratories Limited
Ariane Orgachem Private
Limited
Runwal Homes Private
Limited
Runwal Realty Private
Limited
R Mall Developers Private
Limited
Runwal Projects Private
Limited
Runwal Township Private
Limited
Runwal Residency Private
Limited
Details of change in directors since last three years: Nil
FOLLOWING DETAILS REGARDING AUDITORS OF THE ISSUER
Details of the auditor of the Issuer:
Name Address Auditor since
M. B. Agrawal & Co. 204, Mhatre Pen Building,
Senapati Bapat Marg, Dadar
(West), Mumbai – 400 028
Since Incorporation i.e.
04/02/2011
Details of change in auditor since last three years: Nil
DETAILS OF BORROWINGS OF THE ISSUER, AS ON THE 31st March 2013:
Details of secured loan facilities:
Lender’s
name
Type of
facility
Amount
sanctioned
Principal
Amount
outstanding
Repayment
date /
schedule
Security
Nil
Details of unsecured loan facilities:
Lender’s
name
Type of
facility
Amount
sanctioned
Principal Amount
outstanding
Repayment date /
schedule
Nil
Details of NCDS:
Debentu
re series
Tenor /
Period
of
Maturit
y
Coupo
n
Amou
nt
Date of
allotme
nt
Redempti
on Date /
Schedule
Cred
it
Rati
ng
Secured
/
unsecur
ed
Securit
y
Series –
I
36
months
from the
date of
subscripti
on date.
Internal
Rate of
Return
of 18%
per
annum
comput
ed on
quarterl
y basis.
From 1st
100 cr 22-01-
2013
22-10-
2014
22-01-
2015
22-04-
2015
22-07-
2015
22-10-
CAR
E BB-
Secured As
mention
ed in
IM
to 18th
month
coupon
of 12%
shall be
payable.
From
18th to
36th
month
Coupon
of
18.00%
per
annum
shall be
payable
along
with
interest
and
principa
l to
achieve
an IRR
of 18%
for the
entire
tenor.
2015
22-01-
2016
List of top 10 debenture holders as on 31st March 2013
S. No. Name of Debenture holders (NCD’s) Amount
1 Kotak Mahindra Prime Limited 100 crore
The amount of corporate guarantee issued by the Issuer along with name of the
counterparty (like name of the subsidiary, JV entity, group company, etc) on behalf of
whom it has been issued.
Nil
Details of Commercial Paper: The total face value of Commercial Papers Outstanding
as on the latest quarter end to be provided and its breakup in following table:
Maturity Date Amount Outstanding
Nil
Details of Rest of the borrowing (if any including hybrid debt like FCCB, Optionally
Convertible Debentures / Preference Shares) as on 31st March, 2013:
Party
Name (in
case of
Facility)
/
Instrume
nt
Name
Type of
Facility /
Instrume
nt
Amount
Sanctioned
/ Issued
Principal
Amount
Outstandi
ng
Repayme
nt Date /
Schedule
Credit
Ratin
g
Secured /
Unsecur
ed
Security
OCD
Series 3
OCD 70 Crs 70 Crs 31.03.201
6 or any
other date
as decided
by Board
NA Unsecure
d
NA
OCD
Series 2
OCD 42.75 Crs 42.75 Crs NA Unsecure
d
OCD
Series 2
OCD 7.25 Crs 7.25 Crs NA Unsecure
d
OCD
Series 1
OCD 17.25 Crs 17.25 Crs 31.03.201
6 or any
NA Secured Secured by
a mortgage
OCD
Series 1
OCD 2.75 Crs 2.75 Crs other date
as decided
by Board
NA Secured by deposit
of Original
Title Deeds
on the
security
project
land on a
second
ranking
charge
basis in
favour of
the
Debenture
Trustee in
accordance
with the
terms of
the
Debenture
Trust Deed
and other
definitive
agreements
.
List of top 10 OCD holders as on 31st March 2013
Sr. No Name of Debentures Holders Amount
1 RUNWAL DEVELOPERS PRIVATE LIMITED 70,00,00,000/-
2 KOTAK INDIA REAL ESTATE FUND IV 60,00,00,000/-
3 KOTAK INDIA REAL ESTATE FUND V 10,00,00,000/-
Details of all default/s and/or delay in payments of interest and principal of any kind of
term loans, debt securities and other financial indebtedness including corporate
guarantee issued by the Company, in the past 5 years:
Nil
Details of any outstanding borrowings taken/ debt securities issued where taken / issued
(i) for consideration other than cash, whether in whole or part, (ii) at a premium or
discount, or (iii) in pursuance of an option;
Nil
DETAILS OF PROMOTERS OF THE COMPANY:
Details of Promoter Holding in the Company as on the latest quarter end
S. No. Name of
shareholder
Total no.
of
*Equity
shares
No. of
shares in
demat
form
Total
shareholding
as % of total
no. of equity
shares
No. of
pledged
shares
% of
Shares
pledged
with
respect
to
shares
owned.
1 Runwal
Developers
Private Limited
9,999 Nil 99.99 Nil NA
2 Sandeep Runwal
on behalf of
Runwal
Developers
Private Limited
1 Nil 0.01 Nil NA
Total 10,000 Nil 100
*Equity capital was reclassified as Class A shares.
1. ABRIDGED VERSION OF AUDITED CONSOLIDATED (WHEREVER
AVAILABLE) AND STANDALONE FINANCIAL INFORMATION (LIKE
PROFIT & LOSS STATEMENT, BALANCE SHEET AND CASH FLOW
STATEMENT) FOR AT LEAST LAST THREE YEARS AND AUDITOR
QUALIFICATIONS , IF ANY.
Standalone financials of Horizon Projects Private Limited
(Rs. In crore)
Year
Particulars 2012 2011 2010
Net worth 0.01 0.01 -
Total Debt -
Non Current - - -
Short term Borrowing - - -
Current maturities of Long term
borrowing - - -
Net Fixed assets - - -
Noncurrent assets - - -
Cash & Cash Equivalents 0.06 0.01 -
Current Investments - - -
Current Assets 0.51 - -
Current Liabilities 0.03 - -
Net Sales - - -
EBITDA - - -
EBIT - - -
Interest - - -
PAT - - -
Dividend Amount - - -
Current Ratio 17.00 - -
Interest Coverage ratio - - -
Gross Debt/Equity Ratio NA - -
Debt Service Coverage Ratio - - -
*Debt/Equity (Post issue) shall be 1.43 as on May 31, 2013 (The OCD issued by the
Issuer is considered as quasi equity)
2. ABRIDGED VERSION OF LATEST AUDITED / LIMITED REVIEW HALF
YEARLY CONSOLIDATED (WHEREVER AVAILABLE) AND
STANDALONE FINANCIAL INFORMATION (LIKE PROFIT & LOSS
STATEMENT, AND BALANCE SHEET) AND AUDITORS
QUALIFICATIONS, IF ANY.
Not Available
3. ANY MATERIAL EVENT/ DEVELOPMENT OR CHANGE HAVING
IMPLICATIONS ON THE FINANCIALS/CREDIT QUALITY (E.G. ANY
MATERIAL REGULATORY PROCEEDINGS AGAINST THE
ISSUER/PROMOTERS, TAX LITIGATIONS RESULTING IN MATERIAL
LIABILITIES, CORPORATE RESTRUCTURING EVENT ETC) AT THE
TIME OF ISSUE WHICH MAY AFFECT THE ISSUE OR THE INVESTOR’S
DECISION TO INVEST / CONTINUE TO INVEST IN THE DEBT
SECURITIES.
Nil
4. THE NAMES OF THE DEBENTURE TRUSTEE(S) SHALL BE MENTIONED
WITH STATEMENT TO THE EFFECT THAT DEBENTURE TRUSTEE(S)
HAS GIVEN HIS CONSENT TO THE ISSUER FOR HIS APPOINTMENT
UNDER REGULATION 4 (4) AND IN ALL THE SUBSEQUENT
PERIODICAL COMMUNICATIONS SENT TO THE HOLDERS OF DEBT
SECURITIES.
Issuer has appoint IL & FS Trust Company Limited as Security Trustee and
Debentures Trustee for the Issue. Consent letter is attached as annexure.
5. THE DETAILED RATING RATIONALE (S) ADOPTED (NOT OLDER THAN
ONE YEAR ON THE DATE OF OPENING OF THE ISSUE)/ CREDIT
RATING LETTER ISSUED (NOT OLDER THAN ONE MONTH ON THE
DATE OF OPENING OF THE ISSUE) BY THE RATING AGENCIES SHALL
BE DISCLOSED.
Refer ANNEXURE – pg.18 to 27
6. IF THE SECURITY IS BACKED BY A GUARANTEE OR LETTER OF
COMFORT OR ANY OTHER DOCUMENT / LETTER WITH SIMILAR
INTENT, A COPY OF THE SAME SHALL BE DISCLOSED. IN CASE SUCH
DOCUMENT DOES NOT CONTAIN DETAILED PAYMENT STRUCTURE
(PROCEDURE OF INVOCATION OF GUARANTEE AND RECEIPT OF
PAYMENT BY THE INVESTOR ALONG WITH TIMELINES), THE SAME
SHALL BE DISCLOSED IN THE OFFER DOCUMENT.
Debentures are secured by corporate guarantee of Runwal Developers Private
Limited, a company incorporated under the Companies Act, 1956 with corporate
identity number as U70100MH1988PTC046631 and having its registered office at
Runwal & Omkar Esquare, 5th Floor, Opp. Sion Chunabhatti Signal, Off Eastern
Express Highway, Sion(E), Mumbai - 400 022 Maharashtra and personal guarantee
of Mr. Sandeep Runwal, aged 41 Yrs, s/o of Mr. Subhash S Runwal and presently
residing at Marine Mansion, Plot no. 757, Opp Sister Bungalow, B J Road,
Bandstand, Bandra (W), Mumbai – 50 and having Passport No. Z2285303.
7. COPY OF CONSENT LETTER FROM THE DEBENTURE TRUSTEE SHALL
BE DISCLOSED
Attached hereto as ANNEXURE – pg. 28 to 33
8. NAMES OF ALL THE RECOGNISED STOCK EXCHANGES WHERE THE
DEBT SECURITIES ARE PROPOSED TO BE LISTED CLEARLY
INDICATING THE DESIGNATED STOCK EXCHANGE.
BSE Limited.
9. OTHER DETAILS:
9.1. DRR creation - relevant regulations and applicability.
The Issuer shall create DRR for the redemption of the Debentures in accordance with
the Companies Act, 1956 and other applicable notifications.
9.2. Application Process
Applications for the NCDs must be made in the prescribed form, and must be
completed in block letters in English. Application Forms fully completed and
executed must be accompanied by either a demand draft or cheque, RTGS
drawn or made payable in favour of "Horizon Projects Private Limited" with
Kotak Mahindra Bank Limited or as per instructions of the issuer.
ISSUE DETAILS
Security Name Fully Secured Redeemable Non-Convertible Debentures (NCDs)
Series – I (Rs. 100/- crore)
Fully Secured Redeemable Non-Convertible Debentures (NCDs)
Series – II (Rs. 3/- crore)
Issuer Horizon Projects Private Limited
Advisor Kotak Mahindra Bank Limited
Investor Kotak Mahindra Prime Limited & Others
Instrument Fully Secured Redeemable Non-Convertible Debentures (NCDs)
Seniority Senior
Issuance form In dematerialized form
Mode of Issue Private placement to the subscribers not exceeding 49.
Credit Rating BB- by Credit Analysis & Research Limited (CARE)
Listing To be listed with Bombay Stock Exchange Limited
Date of Allotment Rs. 100 crore on 22-01-2013 & Rs. 3 crore on 18-04-2013
Purpose Acquisition of Dombivali Land & construction of project thereon.
Issue Size 100 NCDs of Rs 1.00 Crore each aggregating to Rs. 100 Crores,
with an option to issue further NCDs of Rs 1 Crore each to the
extent of Rs 35 Crores.
Face Value Rs. 1,00,00,000/- per Debenture
Issue Price At par Rs. 1,00,00,000/- per Debenture
Redemption Price At par Rs. 1,00,00,000/- per Debenture
Tenor 36 months from the date of subscription date.
Interest Rate Internal Rate of Return of 18% per annum computed on quarterly
basis.
� From 1st to 18
th month coupon of 12% per annum shall be
payable. From 18th to 36
th month Coupon of 18.00% per annum
shall be payable along with interest and principal to achieve an
IRR of 18% per annum for the entire tenor.
Step Up/Step Down
Coupon Rate
From 1st to 18
th month coupon of 12% per annum shall be payable.
From 18th to 36
th month Coupon of 18.00% per annum shall be
payable along with interest and principal to achieve an IRR of 18%
per annum for the entire tenor.
Coupon Payment
frequency
Quarterly
Coupon payment
dates
22-Apr-13, 22-Jul-13, 22-Oct-13, 22-Jan-14, 22-Apr-14, 22-Jul-14,
22-Oct-14, 22-Jan-15, 22-Apr-15, 22-Jul-15, 22-Oct-15, 22-Jan-16
Coupon type Floating
Day Count Basis Actual
Put Option NIL
Call option � The issuer company shall have right to redeem the entire NCDs
after 9 months from the date of allotment by giving 15 day
notice with an additional premium of 0.50 % of the amount
redeemed.
� Call premium of 0.5% is payable on amount due. Amount due is
such that IRR as defined above (18% per annum computed on
quarterly basis). Call premium amount shall not be part of IRR
calculation.
Security Following security has been created in favor of Security Trustee :
� First Charge on the property through Registered Mortgage of
approximate 78 acres (including approx. 15 acres of area under
TMC) of land situated at Dombivali, Thane District.
� Second Charge on the property through Registered Mortgage of
approximate 70 acres of land situated at Dombivali, Thane
District.
� Security cover of 2 times to the exposure to be maintained at all
times
� Escrow of all the receivables from project offered as security in
favour of Security Trustee.
Guarantee / s in
favour of Debenture
Trustee
� Corporate guarantee of M/s Runwal Developers Private Limited
� Personal Guarantee of Mr. Sandeep Runwal
Redemption /
Maturity
Redemption of the debentures would be at par in 6 equal quarterly
installments at the end of 21st, 24
th, 27
th, 30
th, 33
rd and 36
th month as
per the following schedule:
� 22-Oct-14: Rs. 16.66 Lakhs each debenture
� 22-Jan-15: Rs. 16.66 Lakhs each debenture
� 22-Apr-15: Rs. 16.66 Lakhs each debenture
� 22-Jul-15: Rs. 16.66 Lakhs each debenture
� 22-Oct-15: Rs. 16.66 Lakhs each debenture
� 22-Jan-16: Rs. 16.70 Lakhs each debenture
Default / Penal Rate Amount unpaid on due date would attract interest @ 24.00 % per
annum compounded quarterly in place of Coupon Rate, till the
amount is repaid.
Condition Precedent
to release of
Subscription money
� Execution of transaction documents (excluding documents
relating to Security creation).
� Letter of Confirmation from the new equity investor, with
respect to the issuance of Debentures to the extent of Rs. 135
Crores and creation of charge on Mortgaged Property to secure
the same.
� Documentation shall have to be prepared by M/s. AZB &
Partners.
� Promoter to infuse Rs.120 Crs in form of equity/quasi equity.
� Title Report from M/s. Hariani & Co in favour of Security
Trustee is in place
� Other requirements as may be required by the Security and
Debenture Trustee.
Other Conditions � Combined stake of promoters of Runwal group in Issuer not to
fall below 51% during the tenor of the issue
Depository National Securities Depository Limited
Security Trustee IL & FS Trust Company Ltd.
Debenture Trustee IL & FS Trust Company Ltd.
Escrow Agent IL & FS Trust Company Ltd.
Designated bank Kotak Mahindra Bank Limited
Project cost and means of financing of new projects:
Total Cost of the Project
Land Cost 220
TDR Cost 103
Construction cost 365
Fin Costs 127
Total : 815
Means of Finance
Equity 140
NCD's 135
Debt (Construction Finance) 215
Sale of Flats (Partial) 325
Total : 815