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Sterlite Technologies Limited. — Capital/Financing Update 2024
Jul 30, 2024
59411_rns_2024-07-30_9248e13f-93a9-4117-aa82-b8759e71bd0f.pdf
Capital/Financing Update
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www.stl.tech
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July 30, 2024
National Stock Exchange of India Limited BSE Limited Exchange Plaza, 5[th] Floor, Phirozee Jeejeebhoy Towers, Plot No. C-1, G Block, Dalal Street, Bandra Kurla Complex, Bandra (East) Mumbai - 400 001. Mumbai - 400 051. Scrip Code: 532374; Scrip ID: STLTECH Symbol: STLTECH
Dear Sir/Madam,
Sub: Report of Monitoring Agency for the quarter ended June 30, 2024
Pursuant to Regulation 32(6) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, please find attached the report received from CRISIL Limited, a Monitoring Agency appointed towards utilization of proceeds of QIP for the quarter ended June 30, 2024.
We request you to take the aforesaid on records.
Thanking you.
Yours sincerely,
For Sterlite Technologies Limited
Digitally signed AMIT VILAS by AMIT VILAS DESHPAND DESHPANDE Date: 2024.07.30 E 22:17:18 +05'30'
Amit Deshpande
General Counsel & Company Secretary (ACS 17551)
Encl.: As Above.
Sterlite Technologies Limited Registered office: 4th Floor, Godrej Millennium, Koregaon Road 9, STS 12/1, Pune, Maharashtra- 41001, India. CIN - L31300PN2000PLC202408
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Monitoring Agency Report
for
Sterlite Technologies Limited for the quarter ended June 30, 2024
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CRL/MAR/STROPTECL /2023-24/1129
July 30, 2024
To
Sterlite Technologies Limited
4th Floor, Godrej Millennium, Koregaon Road 9, STS 12/1, Pune – 411 001, Maharashtra
Dear Sir,
Final Monitoring Agency Report for the quarter ended June 30, 2024 - in relation to the Qualified Institutional Placement (“QIP”) of Sterlite Technologies Limited (“the Company”)
Pursuant to Regulation 173A of SEBI (lssue of Capital and Disclosure Requirements) Regulations, 2018 (“ SEBI ICDR Regulations ”) and Monitoring Agency Agreement dated April 08, 2024, enclosed herewith the Monitoring Agency Report, issued by CRISIL Ratings Limited, Monitoring Agency, as per Schedule XI of the SEBI ICDR Regulations towards utilization of proceeds of QIP for the quarter ended June 30, 2024.
Request you to kindly take the same on records.
Thanking you,
For and on behalf of CRISIL Ratings Limited
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Sushant Sarode
Director, Ratings (LCG)
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Final Report of the Monitoring Agency (MA)
Name of the issuer: Sterlite Technologies Limited
For quarter ended: June 30, 2024
Name of the Monitoring Agency: CRISIL Ratings Limited
(a) Deviation from the objects: Not applicable
(b) Range of Deviation: Not applicable
Declaration:
We declare that this report provides an objective view of the utilization of the issue proceeds in relation to the objects of the issue based on the information provided by the Issuer and information obtained from sources believed by it to be accurate and reliable. The MA does not perform an audit and undertakes no independent verification of any information/ certifications/ statements it receives. This Report is not intended to create any legally binding obligations on the MA which accepts no responsibility, whatsoever, for loss or damage from the use of the said information. The views and opinions expressed herein do not constitute the opinion of MA to deal in any security of the Issuer in any manner whatsoever. Nothing mentioned in this report is intended to or should be construed as creating a fiduciary relationship between the MA and any issuer or between the agency and any user of this report. The MA and its affiliates also do not act as an expert as defined under Section 2(38) of the Companies Act, 2013.
The MA or its affiliates may have credit rating or other commercial transactions with the entity to which the report pertains and may receive separate compensation for its ratings and certain credit-related analyses. We confirm that we do not perceive any conflict of interest in such relationship/interest while monitoring and reporting the utilization of the issue proceeds by the issuer.
We have submitted the report herewith in line with the format prescribed by SEBI, capturing our comments, where applicable. There are certain sections of the report under the title “Comments of the Board of Directors”, that shall be captured by the Issuer’s Management / Audit Committee of the Board of Directors subsequent to the MA submitting their report to the issuer and before dissemination of the report through stock exchanges. These sections have not been reviewed by the MA, and the MA takes no responsibility for such comments of the issuer’s Management/Board.
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Signature:
Name and designation of the Authorized Signatory: Sushant Sarode Designation of Authorized person/Signing Authority: Director, Ratings (LCG)
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1) Issuer Details:
Name of the issuer: Sterlite Technologies Limited Names of the promoter: a. Anil Kumar Agarwal b. Twin Star Overseas Limited
Industry/sector to which it belongs : Other Telecom Services
2) Issue Details
Issue Period: April 08, 2024 to April 12, 2024 Type of issue (public/rights): Qualified Institutional Placement (QIP) Type of specified securities: Equity Shares QIP Grading, if any: NA Issue size: Rs 1,000 crore Issue size comprises of gross proceeds of Rs 1,000 crore (Net proceeds of Rs 971 crore*)
- CRISIL Ratings shall be monitoring the net proceeds amount. During the quarter ended June 30, 2024, Net proceeds amount was revised from Rs 970 crore to Rs 971 crore, due to change in GCP amount from Rs 170 crore to Rs 171 crore, as surplus amount from issue expenses were added to GCP.
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3) Details of the arrangement made to ensure the monitoring of issue proceeds:
| Particulars | Reply | Source of information/ certifications considered by Monitoring Agency for preparation of report |
Comments of the Monitoring Agency |
Comments of the Board of Directors |
|---|---|---|---|---|
| Whether all utilization is as per the disclosures in the Offer Document? |
Yes | Management undertaking, Independent Chartered Accountant Certificate^, Final Offer Document, Bank Statements |
No Comments |
No Comments |
| Whether shareholder approval has been obtained in case of material deviations from expenditures disclosed in the Offer Document? |
NA | Management undertaking, Independent Chartered Accountant Certificate^ |
No Comments |
No Comments |
| Whether the means of finance for the disclosed objects of the issue has changed? |
No | No Comments |
No Comments |
|
| Is there any major deviation observed over the earlier monitoring agency reports? |
NA | No Comments |
No Comments |
|
| Whether all Government/statutory approvals related to the object(s) have been obtained? |
NA | No Comments |
No Comments |
|
| Whether all arrangements pertaining to technical assistance/collaboration are in operation? |
NA | No Comments |
No Comments |
|
| Are there any favorable events improving the viability of these object(s)? |
No | No Comments |
No Comments |
|
| Are there any unfavorable events affecting the viability of the object(s)? |
No | No Comments |
No Comments |
|
| Is there any other relevant information that may materially affect the decision making of the investors? |
No | No Comments |
No Comments |
NA represents Not Applicable
^Certificate dated July 13, 2024 issued by M/s N L A & Associates, Peer reviewed Chartered Accountants (Firm Registration Number: 023199C)
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4) Details of object(s) to be monitored:
i. Cost of the object(s):
| Sr. No. |
Item Head |
Source of information/ certification considered by MA for preparation of report |
Original cost (as per the Offer Document) (Rs in crore) |
Revised Cost (Rs in crore) |
Comment of the MA |
Comments of the Board of Directors | Comments of the Board of Directors | Comments of the Board of Directors |
|---|---|---|---|---|---|---|---|---|
| Reason of Cost revision |
Proposed financing option |
Particulars of firm arrange- ments made |
||||||
| 1 | Repayment or pre- payment, in full or in part, of certain of outstanding borrowings |
Management undertaking, Independent Chartered Accountant Certificate^, Final offer document |
800 | 800 | No revision | No Comments |
No Comments |
No Comments |
| 2 | General Corporate Purposes# |
170 | 171 | Surplus amount from issue related expenses is added to GCP |
No Comments |
No Comments |
No Comments |
|
| Total | - | 970 | 971 | - | - | - | - |
^Certificate dated July 13, 2024 issued by M/s N L A & Associates, Peer reviewed Chartered Accountants (Firm Registration Number: 023199C), Independent Chartered Accountants.
#The amount utilised for general corporate purposes does not exceed 25% of the Gross Proceeds (amounting to Rs 250.00 crore) from the Fresh Issue.
Note: All figures in the above table are rounded off
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ii. Progress in the object(s):
| Sr. No. |
Source of | |||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Amount utilized | Comments of the Board | |||||||||
| information/ | Amount | |||||||||
certifications |
as |
(Rs in crore) | of Directors | |||||||
| considered by | proposed |
Comments of | ||||||||
| Total | ||||||||||
| Monitoring | in the | the | ||||||||
| As at | At the | unutilized | ||||||||
**Item Head# ** |
Agency for |
Offer | Monitoring | |||||||
beginning |
During |
end | amount | Proposed |
||||||
preparation of |
Document |
Agency |
Reasons for | |||||||
of the |
the | of the | (Rs in crore) | course of |
||||||
report |
(Rs in |
idle funds | ||||||||
| quarter | quarter | quarter | action | |||||||
| crore) | ||||||||||
| 1 | Repayment or pre- payment, in full or in part, of certain of outstanding borrowings |
Management undertaking, Independent Chartered Accountant Certificate^, Final Offer Document, Bank Statements |
800 |
NA | Amount fully utilised during the reported quarter |
No Comments |
No Comments |
|||
| 800 | 800 | - | ||||||||
| 2 | General Corporate Purposes |
171 | NA | Amount fully utilised during the reported quarter |
No Comments |
No Comments |
||||
| 171 | 171 | - | ||||||||
| Total | 971 | NA | 971 | 971 | - | - | - | - |
^Certificate dated July 13, 2024 issued by M/s N L A & Associates, Peer reviewed Chartered Accountants (Firm Registration Number: 023199C), Independent Chartered Accountants.
Note: All figures in the above table are rounded off
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#Brief description of objects:
| Object of the Issue | Description of objects asper the offer document filed by the issuer |
|---|---|
| Repayment or pre-payment, in full or in part, of certain of outstanding borrowings |
Company has entered into various financing arrangements including borrowings in the form of term loans, working capital demand loans, and commercial papers. These arrangements include a mix of secured and unsecured loans. The Company proposes to utilise Net Proceeds to repay/pre-pay, in part or full, certain of borrowings. |
| General Corporate Purposes | The General corporate purposes may include, but are not restricted to, (i) Strategic initiatives (ii) Working capital requirements (iii) business development activities (iv) funding growth opportunities including acquisitions and meeting exigencies, meeting expenses incurred by our Company The quantum of utilisation of funds towards each of the above purposes will be determined by the Board, based on the amount actually available under this head and the business requirements of the Company, from time to time. Company’s management shall have flexibility in utilising surplus amounts, if any, as may be approved by the Board or a duly appointed committee from time to time, in accordance with applicable law. |
iii. Deployment of unutilised proceeds[^] :
| S. No. | Type of instrument where amount is invested |
Amount invested (Rs in crore) |
Maturity date |
Earnings as on June 30, 2024 (Rs in crore) |
Return on Investment (%) |
Market value as at the end of quarter (Rs in crore) |
|---|---|---|---|---|---|---|
| Entire netproceeds stand fullyutilised as at the end of the reportedquarter |
^On the basis of management undertaking and Certificate dated July 13, 2024 issued by M/s N L A & Associates, Peer reviewed Chartered Accountants (Firm Registration Number: 023199C), Independent Chartered Accountants.
iv. Delay in implementation of the object(s):
On the basis of management undertaking and Certificate dated July 13, 2024 issued by M/s N L A & Associates, Peer reviewed Chartered Accountants (Firm Registration Number: 023199C), Independent Chartered Accountants.
| Comments of the Board of | Comments of the Board of | ||||
|---|---|---|---|---|---|
| Completion Date | |||||
| Directors | |||||
| Delay | |||||
| As per the |
Proposed course |
||||
| Object(s) | (no. of days/ | Reason of | |||
| Offer | Actual | months) |
delay |
of | |
| Document | action | ||||
| Not applicable |
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- 5) Details of utilization of proceeds stated as General Corporate Purpose (GCP) amount in the offer document:
On the basis of management undertaking and Certificate dated July 13, 2024 issued by M/s N L A & Associates, Chartered Accountants (Firm Registration Number: 023199C):
| Item heads | Amount (Rs in Crore) |
Remarks |
|---|---|---|
| Working Capital Requirements | 171 | Utilised towards payment of various working capital loans as approved by the Board of Directors of the Companyvide resolution dated 08 May,2024 |
Note: All figures in the above table are rounded off
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Disclaimers:
-
a) This Report is prepared by CRISIL Ratings Limited (hereinafter referred to as "Monitoring Agency” / “MA" / “CRL”) . The MA has taken utmost care to ensure accuracy and objectivity while developing this Report based on the information provided by the Issuer and information obtained from sources believed by it to be accurate and reliable. The views and opinions expressed herein do not constitute the opinion of MA to deal in any security of the Issuer in any manner whatsoever.
-
b) This Report has to be seen in its entirety; the selective review of portions of the Report may lead to inaccurate assessments. For the purpose of this Report, MA has relied upon the information provided by the management /officials/ consultants of the Issuer and third-party sources like Independent Chartered Accountant s (or from peer reviewed CA firms) appointed by the Issuer believed by it to be accurate and reliable.
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c) Nothing contained in this Report is capable or intended to create any legally binding obligations on the MA which accepts no responsibility, whatsoever, for loss or damage from the use of the said information. The MA is also not responsible for any errors in transmission and specifically states that it, or its directors, employees do not have any financial liabilities whatsoever to the users of this Report.
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d) The MA and its affiliates do not act as a fiduciary. The MA and its affiliates also do not act as an expert to the extent defined under Section 2(38) of the Companies Act, 2013. While the MA has obtained information from sources it believes to be reliable, it does not perform an audit and undertakes no independent verification of any information/ certifications/ statements it receives from auditors (or from peer reviewed CA firms), lawyers, chartered engineers or other experts, and relies on in its reports.
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e) The MA or its affiliates may have other commercial transactions with the entity to which the report pertains. As an example, the MA may rate the issuer or any debt instruments / facilities issued or proposed to be issued by the issuer that is subject matter of this report. The MA may receive separate compensation for its ratings and certain creditrelated analyses, normally from issuers or underwriters of the instruments, facilities, securities or from obligors.
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f) The MA report is intended for the jurisdiction of India only. This report does not constitute an offer of services. Without limiting the generality of the foregoing, nothing in the report is to be construed as CRL providing or intending to provide any services in jurisdictions outside India, where it does not have the necessary licenses and/or registration to carry out its business activities referred to above.
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g) Access or use of this report does not create a client relationship between CRL and the user.
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h) CRL is not aware that any user intends to rely on the report or of the manner in which a user intends to use the report. In preparing this report, MA has not taken into consideration the objectives or particular needs of any particular user.
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i) It is made abundantly clear that the report is not intended to and does not constitute an investment advice. The report is not an offer to sell or an offer to purchase or subscribe for any investment in any securities, instruments, facilities or solicitation of any kind to enter into any deal or transaction with the entity to which the report pertains. The report should not be a basis for any investment decision within the meaning of any law or regulation (including the laws and regulations applicable in the US).
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j) The report comprises professional opinion of CRL as of the date they are expressed, based on the information received from the issuer and other sources considered reliable by CRL. Any opinions expressed here are in good faith, are subject to change without notice, and are only current as of the stated date of their issue. The report does not constitute statements of fact or recommendations to purchase, hold or sell any securities/instruments or to make any investment decisions.
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k) Neither CRL nor its affiliates, third-party providers, as well as their directors, officers, shareholders, employees or agents guarantee the accuracy, completeness or adequacy of the report, and shall not have any liability for any errors, omissions or interruptions therein, regardless of the cause, or for the results obtained from the use of any part of the report. CRL and each aforesaid party disclaims any and all express or implied warranties, including but not limited to any warranties of merchantability, suitability or fitness for a particular purpose or use or use. In no event shall CRL or any aforesaid party be liable to any user for any direct, indirect, incidental, exemplary, compensatory, punitive, special or consequential damages, costs, expenses, legal fees or losses (including, without limitation, lost
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income or lost profits and opportunity costs) in connection with any use of any part of the report even if advised of the possibility of such damages.
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l) CRL has established policies and procedures to maintain the confidentiality of certain non-public information received in connection with the preparation of this report. CRL has in place a code of conduct and policies for managing conflict of interest.
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m) Unless required under any applicable law, this report should not be reproduced or redistributed to any other person or in any form without prior written consent from CRL.
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n) By accepting a copy of this Report, the recipient accepts the terms of this Disclaimer, which forms an integral part of this Report.
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