Date: May 08, 2024 | |
To | |
Corporate Relations Department | The Market Operations Department |
BSE Limited, | National Stock Exchange of India Limited |
1st Floor, New Trading Wing, | Exchange Plaza, 5th Floor, |
Rotunda Building, P J Towers, | Plot No C/1, G Block, |
Dalal Street, Fort, | Bandra-Kurla Complex, |
Mumbai 400 001 | Bandra (E), Mumbai 400 051. |
Ref: Peninsula Land Limited | ("Company") (Scrip Code: BSE: 503031, |
Scrip Symbol NSE: PENINLAND) |
Sub: Intimation under Regulation 30 read with Schedule III of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (the 'SEBI Listing Regulations')
Dear Madam/ Sir,
In continuation to our intimation of the meeting of the board of directors of the Company ("Board") vide our letter dated May 05, 2024 and in terms of Regulation 30 read with Schedule III of the SEBI Listing Regulations, we wish to inform you that the Board, in its meeting held today, i.e. on Wednesday, May 08, 2024 inter-alia has considered and approved the following, subject to the approval of the shareholders of the Company and other necessary approvals as may be required:
- entering into a strategic partnership with Alpha Alternatives Fund Advisors LLP and its affiliates (including Arsenio Strategies Private Limited) and any funds managed by Alpha Alternatives Fund Advisors LLP (collectively referred to as "Alpha") and Delta Corp Limited ("DCL") to establish a real estate development platform ("RE Platform"). The RE Platform proposes to deploy an aggregate amount of up to INR 765 crore in residential re-development projects in the Mumbai Metropolitan Region and plotted development projects in and around the Mumbai Metropolitan Region, Alibagh, Khopoli, Karjat and Pune. The RE Platform will be the exclusive vehicle for such projects, and Alpha, the Company and DCL propose to contribute to the RE Platform up to
PENINSULA LAND LIMITED
1401, 14th Floor, Tower-B,
Peninsula Business Park,
Ganpatrao Kadam Marg,
Lower Parel, Mumbai 400 013,
India.
Phone | : +91 22 6622 9300 |
Fax | : +91 22 6622 9302 |
: info@peninsula.co.in | |
URL | : www.peninsula .co.in |
CIN | : L17120MH1871PLC000005 |
an aggregate of INR 450 crore (58.82%), INR 225 crore (29.42%) and INR 90 crore (11.76%), respectively, to the RE Platform as and when required; and
- the preferential issue of up to 2,65,48,672 (Two Crore Sixty Five Lakh Forty Eight Thousand Six Hundred Seventy Two) Unsecured, Unlisted Optionally Convertible Debentures at an issue price of Rs. 56.50 (Indian Rupees Fifty Six and Fifty Paise only) each, for an aggregate consideration of Rs. 1,49,99,99,968 (Indian Rupees One Hundred Forty Nine Crore Ninety Nine Lakh Ninety Nine Thousand Nine Hundred Sixty Eight only) to Arsenio Strategies Private Limited in accordance with Chapter V of the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018, the Companies Act, 2013 and rules thereunder, and other applicable laws, each as amended from time to time (the "OCD Issuance").
The Board has accordingly also approved the convening of an Extra-ordinary General Meeting of the shareholders of the Company on Monday, June 03, 2024 for seeking the approval of the shareholders for the above.
Please refer to Annexure I for the details of the proposed acquisitions as required under the SEBI Listing Regulations read with SEBI Circular No. SEBI/HO/CFD-PoD- 1/P/CIR/2023/123 dated July 13, 2023.
Please refer to Annexure II for the details of the OCD Issuance as required under the SEBI Listing Regulations read with SEBI Circular No. SEBI/HO/CFD-PoD- 1/P/CIR/2023/123 dated July 13, 2023.
The meeting of the Board commenced at 12:00 noon and concluded at 01.00 p.m.
Kindly take the above on record.
Thanking you,
For Peninsula Land Limited
MUKESH KUMAR GUPTA
Digitally signed by MUKESH KUMAR GUPTA DN: c=IN, st=Maharashtra, 2.5.4.20=1bacea48f3178417f50630b1d615eeca2 c481aa3cd8e53265ab31f8128b73c9d, postalCode=400615, street=702 PLATINO A WING LODHA SPLENDORA BHAYANDERPADA GHODBUNDER ROAD THANE, pseudonym=cc9c048206627f7dd25fd07b37457 7ac, serialNumber=e3ccda6acbd5a6330b0d1256652 d4c109cc5082784abf7fb89266a4d6a0a78b4, o=Personal, cn=MUKESH KUMAR GUPTA Date: 2024.05.08 13:21:15 +05'30'
Mukesh Gupta
Company Secretary & Compliance Officer
Membership No. F6959
PENINSULA LAND LIMITED
1401, 14th Floor, Tower-B,
Peninsula Business Park,
Ganpatrao Kadam Marg,
Lower Parel, Mumbai 400 013,
India.
Phone | : +91 22 6622 9300 |
Fax | : +91 22 6622 9302 |
: info@peninsula.co.in | |
URL | : www.peninsula .co.in |
CIN | : L17120MH1871PLC000005 |
Annexure I:
The details as required under the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 read with SEBI Circular No. SEBI/HO/CFD-PoD- 1/P/CIR/2023/123 dated July 13, 2023 are as follows:
Sr. | Particulars | Details | ||
No |
- Name of the target Peninsula Land Limited ("Company") is proposing to
entity, details in brief enter into a strategic partnership with Alpha such as size, turnover Alternatives Fund Advisors LLP and its affiliates
etc.;(including Arsenio Strategies Private Limited) and any funds managed by Alpha Alternatives Fund Advisors LLP (collectively referred to as "Alpha") and Delta Corp Limited ("DCL") to establish a real estate development platform ("RE Platform").
The RE Platform proposes to undertake residential | |||
redevelopment projects in the Mumbai Metropolitan | |||
Region and plotted development projects in and | |||
around Alibagh, Pune, Karjat, Khopoli and Mumbai | |||
Metropolitan Region through one or more entities | |||
("RE Platform Entities"). | |||
The RE Platform Entities are proposed to be | |||
incorporated/acquired in due course. | |||
Authorized Capital: Not applicable. | |||
Paid Up Capital: Not applicable. | |||
Turnover/Size: Not applicable. | |||
b) | Whether | the | The investment in any RE Platform Entity does not |
acquisition would fall | constitute a 'related party transaction' for the | ||
within related | party | purpose of the SEBI (Listing Obligations and | |
transaction(s) | and | Disclosure Requirements) Regulations, 2015. |
PENINSULA LAND LIMITED
1401, 14th Floor, Tower-B,
Peninsula Business Park,
Ganpatrao Kadam Marg,
Lower Parel, Mumbai 400 013,
India.
Phone | : +91 22 6622 9300 |
Fax | : +91 22 6622 9302 |
: info@peninsula.co.in | |
URL | : www.peninsula .co.in |
CIN | : L17120MH1871PLC000005 |
whether the promoter/ | However, once the RE Platform Entities are set up | |||||||||
promoter | group/ | and initially funded by the parties, such RE Platform | ||||||||
group | companies | Entities will become 'related parties' of the Company | ||||||||
have | any | interest in | and any further contributions to, or transactions with | |||||||
the | entity | being | such RE Platform Entities will constitute related party | |||||||
acquired? | If | yes, | transactions. | |||||||
nature of interest and | ||||||||||
details | thereof | and | After the initial investment, DCL (which is a related | |||||||
whether | the | same is | party of the Company) will have direct interest in the | |||||||
done | at | "arm's | RE Platform Entities as a shareholder. The | |||||||
length"; | transactions will be done at 'arm's length'. | |||||||||
c) | Industry to | which | the | Real estate development | ||||||
entity | being | acquired | ||||||||
belongs; | ||||||||||
d) | Objects and impact of | The investment by the Company is a part of its | ||||||||
acquisition | (including | strategic investment in the real estate re- | ||||||||
but | not | limited | to, | development and development sector. | ||||||
disclosure | of reasons | |||||||||
for | acquisition | of | ||||||||
target | entity, | if | its | |||||||
business | is | outside | ||||||||
the | main | line | of | |||||||
business of the listed | ||||||||||
entity); | ||||||||||
e) | Brief | details | of | any | Not applicable. | |||||
governmental | or | |||||||||
regulatory | approvals | |||||||||
required | for | the | ||||||||
acquisition; | ||||||||||
f) | Indicative time | period | The Company will continue to invest in the RE | |||||||
for | completion | of | the | Platform in tranches and is expected to invest up to | ||||||
acquisition; | INR 225,00,00,000 (Indian Rupees Two Hundred | |||||||||
Twenty Five Crore only) over 3 (three) years. | ||||||||||
g) | Nature | of | Cash consideration. | |||||||
consideration | - | |||||||||
whether | cash | |||||||||
PENINSULA LAND LIMITED | Phone | : +91 22 6622 9300 | ||||||||
1401, 14th Floor, Tower-B, | ||||||||||
Peninsula Business Park, | Fax | : +91 22 6622 9302 | ||||||||
Ganpatrao Kadam Marg, | : info@peninsula.co.in | |||||||||
Lower Parel, Mumbai 400 013, | URL | : www.peninsula .co.in | ||||||||
India. | CIN | : L17120MH1871PLC000005 |
consideration or share | |||||||
swap | or | any | other | ||||
form and details of the | |||||||
same; | |||||||
h) | Cost | of | acquisition | Up to INR 225,00,00,000 (Indian Rupees Two | |||
and/ or the price at | Hundred Twenty Five Crore only). | ||||||
which the shares are | |||||||
acquired; | |||||||
i) | Percentage | of | Approx. up to 29.42% | ||||
shareholding / control | |||||||
acquired | and | / | or | ||||
number | of | shares | |||||
acquired; | |||||||
j) | Brief | background | Not applicable. | ||||
about | the | entity | |||||
acquired | in | terms | of | The RE Platform will be the exclusive vehicle of the | |||
products/line | of | Company, Alpha and DCL for residential re- | |||||
business | acquired, | development in the Mumbai Metropolitan Region and | |||||
date of incorporation, | plotted development in and around the Mumbai | ||||||
history of last 3 years | Metropolitan Region, Alibagh, Khopoli, Karjat and | ||||||
turnover, | country | in | Pune for a period of up to 36 (thirty-six) months. | ||||
which | the | acquired | |||||
entity | has | presence | The Company will not undertake competing | ||||
and | any | other | development business activities unless the RE | ||||
significant information | Platform chooses not to pursue such projects. | ||||||
(in brief) | |||||||
PENINSULA LAND LIMITED | Phone | : +91 22 6622 9300 |
1401, 14th Floor, Tower-B, | ||
Peninsula Business Park, | Fax | : +91 22 6622 9302 |
Ganpatrao Kadam Marg, | : info@peninsula.co.in | |
Lower Parel, Mumbai 400 013, | URL | : www.peninsula .co.in |
India. | CIN | : L17120MH1871PLC000005 |
Annexure II:
The details as required under the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 read with SEBI Circular No. SEBI/HO/CFD-PoD- 1/P/CIR/2023/123 dated July 13, 2023 are as follows:
Type | of | securities | Unsecured | Unlisted | Optionally | Convertible Debentures | |||||||
proposed to be issued | ("OCDs") | ||||||||||||
Type of Issue | Preferential Allotment | ||||||||||||
Total | number | of | 2,65,48,672 OCDs consisting of two tranches: | ||||||||||
securities proposed to | |||||||||||||
be issued | (a) 1,99,11,504 OCDs ("Tranche A OCDs") | ||||||||||||
(b) 66,37,168 OCDs ("Tranche B OCDs") | |||||||||||||
Additional Information in case of Preferential Issue | |||||||||||||
Name of the Investor | Arsenio Strategies Private Limited ("Investor") | ||||||||||||
Post | Allotment | of | OCDs are proposed to be allotted to the Investor. Details of | ||||||||||
Securities: | Outcome | the equity shareholding of Investor in the Company, prior to | |||||||||||
of Subscription | and after the proposed preferential issue, and assuming full | ||||||||||||
conversion of OCDs into equity shares, are as under: | |||||||||||||
Name of | Pre- | Post- | Post-Preferential | ||||||||||
the | Preferential | Preferential | Issue and | ||||||||||
Investor | Issue | Issue | Conversion* | ||||||||||
No. of | % | No. of | % | No. of | % | ||||||||
Equity | Equity | Equity | |||||||||||
Shares | Shares | Shares | |||||||||||
Arsenio | Nil | Nil | Nil | Nil | 2,65,48,672 | 7.92 | |||||||
Strategies | |||||||||||||
Private | |||||||||||||
Limited | |||||||||||||
*assuming no OCDs are redeemed and all OCDs are | |||||||||||||
converted into equity shares | |||||||||||||
Note: | |||||||||||||
PENINSULA LAND LIMITED
1401, 14th Floor, Tower-B,
Peninsula Business Park,
Ganpatrao Kadam Marg,
Lower Parel, Mumbai 400 013,
India.
Phone | : +91 22 6622 9300 |
Fax | : +91 22 6622 9302 |
: info@peninsula.co.in | |
URL | : www.peninsula .co.in |
CIN | : L17120MH1871PLC000005 |
1. Company has already issued and allotted 1,53,00,000 | |||||||
warrants on | March 22, | 2023 which are pending | |||||
conversion. | |||||||
2. Company has issued and allotted 77,27,000 0% | |||||||
unsecured Compulsorily Convertible Debentures (CCDs) on | |||||||
December 27, 2023 which will be converted on April 16, | |||||||
2025. | |||||||
Issue Price | At a price of Rs. 56.50 (Indian Rupees Fifty Six and Fifty | ||||||
Paise Only) per OCD | |||||||
Conversion Price | Each OCD shall be convertible into one equity shares of Rs. | ||||||
2 (Indian Rupees Two Only) each, at a conversion price of | |||||||
Rs. 56.50 (Rupees Fifty Six and Fifty Paise Only) for each | |||||||
equity share, which includes premium of Rs. 54.50 (Rupees | |||||||
Fifty Four and Fifty Paise Only) per equity share. | |||||||
Number of Investors | 1 (One) | ||||||
In | case | of | Not Applicable | ||||
convertibles, | |||||||
intimation | on | ||||||
conversion | of | ||||||
securities or on lapse | |||||||
of the tenure of the | |||||||
instrument | |||||||
In case of Issuance of | Debt Securities | ||||||
Size of the Issue | INR 149,99,99,968 | ||||||
Whether | proposed | to | No, but the equity shares issued pursuant to the conversion | ||||
be listed? | of the OCDs (if any) will be listed. | ||||||
Tenure | of | the | 18 months from the date of allotment, unless converted prior | ||||
instrument | - | date | of | thereto in accordance with the terms of the OCDs. | |||
allotment | or | date | of | ||||
maturity | |||||||
Coupon/interest | The OCDs shall not carry a fixed coupon rate. However, the | ||||||
offered, | schedule | of | returns derived by the Company (net of any costs and tax) if | ||||
payment | of | any, from the investment or lending of funds received | |||||
coupon/interest and | against the Tranche A OCDs, would be distributed to the | ||||||
principal | Investor as interest on the Tranche A OCDs at the time of | ||||||
redemption or upon conversion. | |||||||
Charge/security, if any | Not applicable. | ||||||
PENINSULA LAND LIMITED
1401, 14th Floor, Tower-B,
Peninsula Business Park,
Ganpatrao Kadam Marg,
Lower Parel, Mumbai 400 013,
India.
Phone | : +91 22 6622 9300 |
Fax | : +91 22 6622 9302 |
: info@peninsula.co.in | |
URL | : www.peninsula .co.in |
CIN | : L17120MH1871PLC000005 |
Special | The Investor shall have the: | ||||||
right/interest/privilege | |||||||
attached | to | the | (a) | Right to appoint one nominee director and one | |||
instrument | observer to the board of directors of the Company so | ||||||
long as any of the OCDs are outstanding; | |||||||
(b) | Right to appoint one nominee director and one | ||||||
observer to the board of directors of the Company, | |||||||
after the redemption and/or conversion of all the | |||||||
OCDs, so long as it holds 7.92% of the paid-up equity | |||||||
share capital of the Company; and | |||||||
(c) | Right to appoint one nominee director to the board of | ||||||
directors of the Company, after the redemption | |||||||
and/or conversion of all the OCDs, so long as it holds | |||||||
at least 5% of the paid-up equity share capital of the | |||||||
Company. | |||||||
Delay | in payment | of | Not applicable. | ||||
interest/principal | |||||||
amount for a period of | |||||||
more | than | 3 | months | ||||
from | due | date | or | ||||
default in payment of | |||||||
interest / principal | |||||||
Details of any letter or | Not applicable. | ||||||
comments | regarding | ||||||
payment/non-payment | |||||||
of | interest, | principal | |||||
on due dates, or any | |||||||
other | matter | ||||||
concerning | security | ||||||
and/or | assets | along | |||||
with | its | comments | |||||
thereon | |||||||
Details of redemption | Not applicable. | ||||||
of | preference | shares | |||||
PENINSULA LAND LIMITED | Phone | : +91 22 6622 9300 | |||||
1401, 14th Floor, Tower-B, | |||||||
Peninsula Business Park, | Fax | : +91 22 6622 9302 | |||||
Ganpatrao Kadam Marg, | : info@peninsula.co.in | ||||||
Lower Parel, Mumbai 400 013, | URL | : www.peninsula .co.in | |||||
India. | CIN | : L17120MH1871PLC000005 |
indicating the manner
of redemption (whether out of profits or out of fresh issue) and debentures
PENINSULA LAND LIMITED
1401, 14th Floor, Tower-B,
Peninsula Business Park,
Ganpatrao Kadam Marg,
Lower Parel, Mumbai 400 013,
India.
Phone | : +91 22 6622 9300 |
Fax | : +91 22 6622 9302 |
: info@peninsula.co.in | |
URL | : www.peninsula .co.in |
CIN | : L17120MH1871PLC000005 |
PRESS RELEASE
Peninsula Land Limited raises 150 Cr via Optionally convertible debentures and announces setting up of a INR 765 Cr real estate platform
Mumbai, 8th May'24: Peninsula Land Limited ("PLL") - An Ashok Piramal Group Company, a prominent real estate developer listed on the NSE and BSE, announced raising of INR 150 Cr via Optionally convertible debentures (convertible into equity shares of PLL). The investment is being made by Arsenio Strategies Pvt Ltd which is an affiliate of the Alpha Alternatives Fund Advisors LLP ("AA Group"), a reputed multi-asset class asset management group.
The company has additionally announced setting up of a real estate platform with AA Group and Delta Corp Limited. The Platform will be the parties' exclusive vehicle to undertake residential re-development in the Mumbai Metropolitan Region and plotted development in and around the Mumbai Metropolitan Region, Alibaug, Khopoli, Karjat and Pune.
The Platform is proposed to be funded with an aggregate amount of up to INR 765 crores. Alpha Alternatives, Peninsula Land Limited and Delta Corp propose to contribute up to an aggregate of INR 450 crores (58.82%), INR 225 crores (29.42%) and INR 90 crores (11.76%) respectively. Peninsula Land Limited will also be the exclusive development manager ("DM") for all Platform Projects. Given that this platform is being undertaken in conjunction with Delta Corp Limited too, we do not intend to proceed with the joint venture with Delta Corp Limited contemplated earlier.
Rajeev Piramal, Vice Chairman and Managing Director of Peninsula Land Limited, commented on the announcement, stating " This announcement marks a new chapter in our growth story and is in line with our strategic roadmap to establish a position of leadership in the asset classes we pursue. This new platform will leverage the combined expertise of all parties in project selection, funding and development to unlock the value that exists in real estate today, especially for companies that have a track record of project delivery and the necessary financial resources to execute them in a timely manner. Our experience of delivering a wide range of projects in residential real estate and plotted developments coupled with the ability to sell inventory from affordable housing to ultra luxury apartments has led us to developing a good depth and breadth of capabilities which now along with a funding platform will enable us to create value for all our stakeholders."
About Peninsula Land Limited:
Peninsula Land Limited has been instrumental in creating noteworthy real estate landmarks such as Ashok Towers, Ashok Gardens, Peninsula Business Park, and others that have transformed their respective locations/Micro-markets. With projects spanning Mumbai, Pune, Bangalore, Lonavala, Nashik, and Goa, the company has established a consistent track record of project execution and delivery. To date, Peninsula Land Limited has delivered over 10.6 million sq. ft. of real estate across key Indian cities.
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Peninsula Land Limited published this content on 08 May 2024 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 08 May 2024 15:18:01 UTC.