borrowings ranges from 30 basis points to up to 400 basis points above the relevant lender’s base rate/
MCLR/ LIBOR/ AWPLR. Some of the loans availed of by us also have a spread below the relevant
lender’s Global Rate/ LTLR/ MCLR or have a fixed rate of interest typically ranging from 8.15% to
14%. With reference to our outstanding NCDs, the coupon rate is fixed at 12% p.a.p.m., such that the
investor rate of return is 18.75%.

Tenor: The tenor of the term loans availed by us typically ranges from 6 months to 89 months. The
tenor of the working capital limits is typically up to 12 months and such facilities are repayable on
demand. Further, the redemption period of the Listed NCDs issued by our Company is 72 months.

Security: Our borrowings are typically secured by a first or second ranking pari passu or exclusive
charge by way of hypothecation on our receivables or a charge on our contract assets and other
equipment. Some of our borrowing arrangements require counter guarantees of our Company. Further,
as of October 31, 2021, 92,514,576 Equity Shares held by the Promoters, which constituted 76.84% of
the pre-Offer paid-up Equity Share capital of our Company, were subject to a non-disposal undertaking
executed by the Promoters in favour of Vistra ITCL (India) Limited, the debenture trustee, as security
in relation to the Listed NCDs, which, as of the date of the Red Herring Prospectus and this Prospectus,
has been released.

Pre-payment and premature redemption: Facilities availed by us typically have pre-payment
provisions which allow for pre-payment of the outstanding loan amount on receiving prior approval
from such concerned lender, subject to such pre-payment penalties as may be decided by the lender at
the time of such prepayment, or as laid down in the facility agreements, as the case may be. Among the
facilities which specify a pre-payment penalty, the penalty typically ranges from 0.5% to 4.0% of the
amount outstanding and proposed to be pre-paid. In relation to the Listed NCDs, our Company may
voluntarily redeem the Listed NCDs prior to the expiry of redemption period in accordance with the
terms contained in the debenture trust deed dated March 19, 2021 (the “DTD”) and upon payment of a
prepayment penalty ranging up to 1%. Further, our Company may be required to mandatorily redeem
the Listed NCDs upon the occurrence of a Mandatory Redemption Event as defined in the DTD. In
accordance with the terms of the 2400 million secured term loan obtained by our Company from JM
Financial Products Limited on September 23, 2021, our Company is required to mandatorily pre-pay
the outstanding amounts due in relation to such facility within five days of listing, i.e. the successful
completion of an initial public offering.

 

Events of Default: The financing arrangements entered into by us contain standard events of default
including:

(i) non-payment or default of any amounts due on the facility or loan obligations;

(ii) breach of covenants, representations, warranties, undertakings and conditions stipulated in the
loan documents;

(iii) failure to create security as stipulated in the loan documents;

(iv) default on amounts due to/ facilities extended by any other lenders;

(v) proceedings relating to winding up, liquidation or insolvency being initiated against us;

(vi) our Company or our Subsidiaries ceasing or threatening to cease to carry on its business; and

(vii) material adverse change impacting our Company or our Promoters.

The details above are indicative and there may be additional terms that may amount to an event of
default under the various financing arrangements entered into by us, such as any amendment to the
memoranda and articles of association of our Company or our Subsidiaries or any change in our
management or shareholding without the prior consent of the lenders. We are required to ensure that
the aforementioned events of default and other events of default, as specified under the various facility
documents and agreements entered into by us, are not triggered.

Penalty: Facilities availed by us contain provisions prescribing penalties for delayed payment or delay
in submission of documents required under such facility documents, non-creation of security and
default in our repayment obligations, which typically ranges from 1% to 8% of the amounts due and
payable.

Restrictive Covenants: Certain borrowing arrangements entered into by us contain restrictive
covenants, including covenants restricting certain actions except with the prior approval of or

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