IL&FS Transportation Networks Limited — Capital/Financing Update 2024

Feb 21, 2024

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February 21, 2024

General Manager Listing Department BSE Limited, P.J. Tower, Dalal Street, Mumbai 400 001

Vice President

Listing Department National Stock Exchange of India Limited 'Exchange Plaza', Bandra Kurla Complex, Bandra (East), Mumbai - 400 051

Scrip Code No: 533177 Scrip Code No: IL&FSTRANS EQ

Dear Sir/Madam,

Sub: Disclosure under Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, pursuant to Sale / Disposal of shares held by the Company in Chenani Nashri Tunnelway Limited, a wholly owned subsidiary of the Company

We refer to our intimation letter dated December 4, 2020 pursuant to Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“SEBI Listing Regulations”), informing the execution of the Share Purchase Agreement (“SPA”) with Cube Highways and Infrastructure II Pte. Ltd, (“ Cube ”) to sell and transfer the entire equity shareholding held by the Company in Chenani Nashri Tunnelway Limited (“ CNTL ”), a wholly owned subsidiary of the Company (“the proposed Transaction”). As stated therein, the transaction was subject to receipt of various approvals including from National Company Law Tribunal and National Highways Authority of India.

On account of delay in receipt of the required approvals the proposed Transaction could not be consummated. Subsequent thereto, based on mutual discussion and negotiations, the Company has received a revised binding offer from Cube with revision in the consideration amounts/terms and conditions. The Board of Directors have considered the revised binding offer and approved the proposed transaction today subject to requisite approvals. The Restated Share Purchase Agreement will be executed post receipt of all requisite approvals as provided in the binding offer.

The details of the proposed sale as required under Regulation 30 of the SEBI Listing Regulations read with SEBI circular No. CIR/CFD/CMD/4/2015 dated September 9, 2015 is attached herewith as Annexure A .

This is for your information and records.

Thanking you,

Yours faithfully,

For IL&FS Transportation Networks Limited

KRISHNA Digitally signed by KRISHNA DHONDU GHAG DHONDU GHAG Date: 2024.02.21 18:35:21 +05'30' Krishna Ghag Vice President & Company Secretary

Encl: As Above

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Annexure A

Sale or disposal of unit(s) or division(s) or subsidiary of the listed entity.

Sr. No.	Particulars	Description
1.	The amount and percentage of the turnover or revenue or income and net worth contributed by such unit or division of the listed entity during the last financial year.	In FY 2017-18, the total revenue of CNTL was Rs. 404.40 Crore which is 4.14% of the Consolidated Revenue of Rs. 9,778.92 Crore of the Company during that year. Since the consolidated financials for the previous financial year are not available, the information is provided for FY 2017- 18.
2.	Date on which the Binding Offer has been received.	February 16, 2024
3.	The expected date of completion of sale/disposal.	September 30, 2024
4.	Consideration to be received from such sale/disposal.	Consideration offered is enterprise value of Rs. 5,300 Crore plus an increase of Rs 21.50 lakhs for each day beyond March 31, 2024 till the date of closing of the proposed transaction.
5.	Brief details of buyers and whether any of the buyers belong to the promoter/ promoter group/group companies. If yes, details thereof.	Cube Highways and Infrastructure II Pte Limited, Singapore
6.	Whether the transaction would fall within related party transactions? If yes, whether the same is done at "arm's length".	No
7.	Additionally, in case of a slump sale, indicative disclosures provided for amalgamation / merger, shall be disclosed by the listed entity with respect to such slump sale.	This is proposed sale of equity stake held by the Company in CNTL. It is NOT a slump sale.