India Infrastructure Trust

India Infrastructure Trust

India Infrastructure Trust (Trust) was set up by Rapid Holdings 2 Pte Ltd. (Sponsor) on November 22 2018 as a contributory irrevocable trust under the provisions of the Indian Trusts Act 1882. The Trust was registered as an infrastructure investment trust under Securities and Exchange Board of India (Infrastructure Investment Trusts) Regulations 2014 (SEBI InvIT Regulations) on January 23 2019 having registration number IN/InvIT/18-19/0008. The investment objectives of the Trust are to carry on the activities of an infrastructure investment trust as permissible under the SEBI InvIT Regulations by initially acquiring the Initial Portfolio Asset in the first instance and to make investments in compliance with the provisions of the SEBI InvIT Regulations.The initial portfolio asset of the Trust is a pipeline system used for the transport of natural gas (Pipeline). The Pipeline is a cross-country natural gas pipeline with a pipeline length of approximately 1480 km including spur lines (together with compressor stations and operation centres) that stretches from Kakinada Andhra Pradesh in the east of India to Bharuch Gujarat in the west of India traversing adjacent to major cities in the states of Andhra Pradesh Telangana Karnataka Maharashtra and Gujarat.The Trust had issued 664000000 units at an Issue Price of Rs. 100 each aggregating to Rs. 6640 Crore on March 18 and 19 2019 which were listed on BSE Limited w.e.f. March 20 2019.On 18 March 2019 the Trust acquired 100% of the issued equity shares of Pipeline Infrastructure Limited (`PIL') (name changed from Pipeline Infrastructure Private Limited consequent upon conversion from a private limited company to a public limited company w.e.f April 25 2019) which owns and operates the Pipeline. On 22 March 2019 the Trust was allotted 129500000 INR denominated unlisted secured redeemable non-convertible debentures of face value of Rs 1000 each aggregating to Rs 129500000000 on private placement basis (the PIL NCDs) from which the Trust derives interest income. On 22 March 2019 the beneficial management control of PIL transferred to the Trust.As at 31 March 2019 the Trust had 63700 Non-convertible Debentures (`Trust NCDs') issued to banks and non-bank financial institutions the proceeds of which were used to partially invest in the abovementioned PIL NCDs. The Trust NCDs attracted a coupon rate of 9.2786% payable quarterly and had a maturity of 5 years.On 23 April 2019 PIL issued Rs 64520 millions of NCDs to banks and non-bank financial institutions. The proceeds were used by PIL to immediately repay 645200000 of PIL NCDs and in turn the Trust used the proceeds to repay in full the 63700 of the Trust NCDs at a clean redemption price of Rs 1012873 per NCD.In January 2020 the Pipeline Business was re-certified to Quality Management System (ISO 9001:2015) Environment Management System (ISO 14001:2015) and Occupational Health & Safety Management System (ISO 45001:2018) by M/s. Bureau Veritas India Private Limited consecutively for 3rd time. During the year 2019-20 i.e. on 23 April 2019 PIL has redeemed 64520000 NCDs of Rs. 1000 each aggregating to Rs. 6452 Crore at par out of 129500000 NCDs issued on 22 March 2019. Further during the year pursuant to the mutual agreement between the Trust and PIL and in line with the terms of issuance of the aforesaid NCDs PIL had made payment of an aggregate amount of Rs. 295.32 Crore as Principal from time to time towards partial re-payments of the remaining 64980000 NCDs of Rs. 1000 each thereby proportionately reducing the face value of NCDs. Accordingly as on 31 March 2020 the face value of the remaining 64980000 NCDs of Rs. 1000 each has been reduced to Rs. 954.55 each. During Pursuant to the Return of Capital as a part of distributions made by the Trust from time to time during the period under review the issued unit capital of the Trust as on 31 March 2020 is 664000000 units of Rs. 91.0321 each aggregating to Rs. 6044.53 Crore.