Adani Transmission seeks to transfer dollar notes due 2026, 2036

By Rebecca Melvin

Concord, N.H., Jan. 5 – India’s Adani Transmission Ltd. announced it is inviting holders of its outstanding $500 million 4% senior secured notes due 2026 (ISIN: XS1391575161, US00652XAA63) and $500 million 4¼% senior secured notes due 2036 (ISIN: XS2080214864, US00652XAB47) to consent to transferring the notes’ indentures to another issuer as part of its corporate restructuring.

The solicitation seeks to substitute Adani Transmission Step-One Ltd. as the issuer of the notes and have Adani Transmission Ltd. (the existing issuer) guarantee the new issuer’s obligations, according to the company’s announcement on Wednesday.

There is $452.5 million outstanding of the 2036 notes, which were issued on Nov. 21, 2019. The 2026 notes were issued on Aug. 3, 2016. Adani Transmission Ltd., its subsidiaries, Adani Transmission (India) Ltd. and Maharashtra Eastern Grid Power Transmission Co. Ltd. and the existing security trustee, among others, are party to a July 29, 2016 common terms deed, which sets out the representations, covenants and default events that apply to the notes and any other primary debt documents.

Collateral has been granted by the company and the subsidiaries under the existing collateral documents in favor of the existing security trustee, which holds the security on trust, under an amended and restated security trustee agreement dated April 8, 2019 for each of the noteholders, the note trustee and senior secured creditors.

As part of a corporate restructuring, Adani Transmission Ltd. intends to transfer some of its assets and liabilities to a newly incorporated subsidiary. Adani Transmission Ltd. will provide a guarantee of the new issuer’s payment obligations under each series of notes. The existing collateral documents will be replaced with new collateral documents to be executed by the Adani Transmission Step-One as new issuer, Adani Transmission (India) and Maharashtra Eastern Grid Power Transmission.

A meeting of noteholders will be convened on Jan. 28 at Linklaters at Level 11, Alexandra House, Chater Road, Central, Hong Kong to consider and, if thought fit, approve the extraordinary resolution.

The full terms and conditions of the proposal are contained in the consent solicitation memorandum dated Jan. 5, which is available from the information and tabulation agent Morrow Sodali Ltd. at https://bonds.morrowsodali.com/adanitransmission.

The issuer is an electric power transmission company based in Ahmedabad, India.

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