Xpro India Ltd. - Capital/Financing Update 2024

roindia xp

Xpro India Limited Birla Building (2[nd] Floor) 9/1 R.N. Mukherjee Road Kolkata 700 001, India. +91 (033) 4082 3700/2220 0600 ; [email protected]

November 5, 2024

National Stock Exchange of India Ltd. BSE Limited “Exchange Plaza”, Corporate Relationship Department Bandra-Kurla Complex, 1st Floor, New Trading Ring Bandra (E), Rotunda Building, P J Towers Mumbai 400 051 Dalal Street, Fort, Mumbai 400 001 Stock Symbol: XPROINDIA(EQ) Stock Code No. 590013

Dear Sir/Madam,

Sub: Monitoring Agency Report in relation to Preferential Issue & Qualified Institutions Placement

Pursuant to Regulation 32 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 read with Regulations 162A and 173A of the SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2018, we are enclosing herewith the Report of the Monitoring Agency dated November 5, 2024, issued by CRISIL Ratings Limited for the Quarter ended September 30, 2024, in respect of the utilisation of proceeds of Preferential Issue (F.Y. 2023-2024) & Qualified Institutions Placement (QIP).

Copy of the same is also being uploaded on the website of the Company at www.xproindia.com.

This is for your information and records.

Thanking you,

Yours faithfully, For Xpro India Limited KAMAL KISHOR SEWODA Digitally signed by KAMAL KISHOR SEWODA DN: c=IN, o=PERSONAL, pseudonym=2900597717184f8ebf88a954298351cc, 2.5.4.20=6e739d24255abe3b04139366e4fece78a6d12fadf7589e5366314496c96d741f, postalCode=700040, st=WEST BENGAL, serialNumber=f2e409f09aad3aa87227b8ef7bb7880f4978d6e07055371818fbe4133553a695, cn=KAMAL KISHOR SEWODA Date: 2024.11.05 20:57:01 +05'30'

Kamal Kishor Sewoda Company Secretary

Encl.: a/a

Registered Office : Barjora-Mejia Road, P.O. Ghutgoria, Tehsil : Barjora, Distt : Bankura, West Bengal 722 202. Tel : +91 (9775) 301 701; email : [email protected]; website : www.xproindia.com

CIN : L25209WB1997PLC085972

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Monitoring Agency Report for Xpro India Limited for the quarter ended September 30, 2024

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CRL/MAR/ XPROINDBY /2024-25/1202

November 05, 2024

To

Xpro India Limited

Barjora - Mejia Road, P.O. Ghutgoria, Tehsil: Barjora, Distt: Bankura, West Bengal – 722 202, India

Dear Sir,

Monitoring Agency Report for the quarter ended September 30, 2024 - in relation to the Qualified Institutional Placement (“QIP”) of Xpro India 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 June 06, 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 September 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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Report of the Monitoring Agency (MA)

Name of the issuer: Xpro India Limited

For quarter ended: September 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.

Signature:

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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: Xpro India Limited Names of the promoter: Intellipro Finance Pvt Ltd Industry/sector to which it belongs : Polymer processing and manufacturing 2) Issue Details Issue Period: February 26, 2024 to February 29, 2024 Type of issue (public/rights): Qualified Institutional Placement (QIP) Type of specified securities: Equity Shares QIP Grading, if any: NA Issue size: Rs 1,500 million Issue size comprises of gross proceeds of Rs 1,500.00 million (Net proceeds of Rs 1,430.00 million*)

CRISIL Ratings shall be monitoring the net proceeds amount.

The Company had appointed India Ratings and Research Private Limited (“Outgoing Monitoring Agency") to monitor the utilization of Issue Proceeds. However, the Company vide its notice dated May 02, 2024, terminated the Monitoring Agency Agreement with the Outgoing Monitoring Agency, effective June 02, 2024 and appointed CRISIL Ratings Limited as the Monitoring Agency for the Issue with effect from 06 June 2024, to monitor the utilization of Issue Proceeds from the quarter ended June 30, 2024 till 100% utilization of the Issue Proceeds.

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, Peer reviewed Independent Auditor Certificate *(Refer note 1)*, Final Offer Document, Bank Statements	No Comments	4 No Comments

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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 shareholder approval has been obtained in case of material deviations from expenditures disclosed in the Offer Document?	N/A	Management undertaking, Peer reviewed Independent Auditor Certificate *(Refer note 1)*	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?	No		No Comments	No Comments
Whether all Government/statutory approvals related to the object(s) have been obtained?	Yes		All requisite approvals mentioned in Placement document needed for the current stage of the projects have been secured.	No Comments
Whether all arrangements pertaining to technical assistance/collaboration are in operation?	N/A		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				5

NA represents Not Applicable

Note 1 : Certificate dated October 29, 2024 issued by M/s B.B. & Associates, Peer reviewed Chartered Accountants (Firm Registration Number:023670N).

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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 million)	Revised Cost (Rs in million)	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	Part funding the capital expenditure requirements of the Company for purchase of new equipment and machinery at the manufacturing facility at Barjora, West Bengal.	Management undertaking, Peer reviewed Independent Auditor Certificate *(Refer note 1),* Final offer document	282.70	NA	No revision	No revision	N/A	N/A
2	Pre-payment, in part of certain outstanding borrowings availed by the Company		98.80	NA	No revision	No revision	N/A	N/A
3	Funding working capital requirements of the Company		660.00	NA	No revision	No revision	N/A	N/A
4	Funding expenditure requirements for implementation of enterprise resource planning software system		35.00	NA	No revision	No revision	N/A	N/A
5	General corporate purposes(Refer note 2)		353.50	NA	No revision	No revision	N/A	N/A
	Total		1,430.00	NA	No revision	-	-	-

Note 2 : The amount utilised for general corporate purposes does not exceed 25% of the Gross Proceeds (amounting to Rs 375.00 million) from the Fresh Issue.

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ii. Progress in the object(s) (Refer note 5) :


		Source of		Amount utilized					Comments of the Board
		information/	Amount	(Rs in million)					of Directors
		certifications	as
		considered by	proposed				Total
								Comments of
		Monitoring	in the	As at		At the	unutilized
Sr.								the Monitoring
No.	Item Head#	Agency for	Offer	beginning	During	end	amount	Agency	Reasons	Proposed
		preparation of	Document				(Rs in
				of the	the	of the			for idle	course of
		report	(Rs in				million)
				quarter	quarter	quarter			funds	action
			million)


1	Part funding the capital expenditure requirements of the Company for purchase of new equipment and machinery at the manufacturing facility at Barjora, West Bengal.	Management undertaking, Peer reviewed Independent Auditor ~~C~~ertificate(Refer *note 1)*, Final Offer Document, Bank Statements	282.70	0.00				No comments	No comments
					136.61	136.61	146.09

2	Pre-payment, in part of certain outstanding borrowings availed by the Company		98.80	98.68				No comments	No comments
					0.00	98.68	0.12

3	Funding working capital requirements of the Company		660.00	537.72				No comments	No comments
					120.51	658.23	1.77

4	Funding expenditure requirements for implementation of enterprise resource planning software system		35.00	8.65				No comments	No comments
					0.00	8.65	26.35

5	General corporate purposes		353.50	0.00				No comments	No comments
					353.50	353.50	-

	Total		1,430.00	645.04				-	-	-
					610.62
						1,255.67	174.33
					*Refer note 3*

Note 3 : Proceeds amounting to Rs 521.25 million were transferred from Indian Bank a/c. no. 7731696765 (separate bank account opened by the Company for issue proceeds) to various cash credit account of the Company. Out of this amount, Rs. 136.61 million were utilised towards Object 7 1: “Part funding the capital expenditure requirements of the Company for purchase of new equipment and machinery at the manufacturing facility at Barjora, West Bengal”, Rs. 70.03 million were utilised towards Object 3: “working capital requirements of Company” and Rs. 314.60

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million were utilised towards Object 5: General corporate purposes. Hence, the transferred amount stands fully utilised as at the end of the quarter.

Note 4 : As submitted by Peer reviewed Independent Auditors and Management of the company, Issue expenses amounting to Rs 30.08 million are paid from Indian Bank a/c. no. 7731696765 as at the end of the reported quarter and a tentative amount of Rs 11.84 million is yet to be paid in subsequent period.

Note 5: All figures in the table are rounded off

#Brief description of objects:

Object of the Issue	Description of objects asper the offer document filed by the issuer
Part funding the capital expenditure requirements of our Company for purchase of new equipment and machinery at our manufacturing facility at Barjora, West Bengal	Company intends to utilise Rs 282.70 million from the Net Proceeds towards part funding the capital expenditure requirements of Company, for purchase of new equipment and machinery, at manufacturing facility at Barjora, West Bengal. Company expects to benefit from such investment as they believe their plans and strategy will allow them to meet the anticipated increase in the demand for products in the future, enable to supply to the growing markets more efficiently and drive profitability.
Pre-payment, in part of certain outstanding borrowings availed by our Company	Company avails fund-based and non-fund-based facilities in the ordinary course of business from various banks. The borrowing arrangements entered into by the Company include inter alia term loans and working capital facilities. Company proposes to utilise a portion of the Net Proceeds aggregating to Rs 98.80 million for pre-payment, in part, of certain outstanding borrowings availed by the Company.
Funding working capital requirements of our Company	Company proposes to utilize Rs 660.00 million from the Net Proceeds to fund the working capital requirements of Company. Company has significant working capital requirements in the ordinary course of business, which they typically fund through internal accruals and availing financing facilities from various lenders. Business is working capital intensive and Company avails working capital facilities in the ordinary course of business from various lenders.
Funding expenditure requirements for implementation of enterprise resourceplanningsoftware system	Company proposes to utilize Rs 35.00 million of the Net proceeds for funding the expenditure requirements for implementation of enterprise resource planning software system.
General Corporate Purposes	General corporate purposes may include, but are not restricted to meeting fund requirements which Company may face in the ordinary course of business, strategic initiatives, partnerships, tie-ups, joint ventures or acquisitions, investment in Subsidiaries, meeting exigencies and expenses, logistics expenses, installation expenses, accessories, freight, and other expenses in relation to proposed capital expenditure, and any other purpose as may be approved by Board or a duly appointed committee from time to time, subject to compliance with the necessary provisions of the Companies Act, 2013. The allocation or quantum of utilization of funds towards the specific purposes described above will be determined by Board, based on business requirements and other relevant considerations, from time to time. Company’s management shall have flexibilityin utilisingsurplus amounts,if any,in accordance with applicable law.
	~~8~~

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iii. Deployment of unutilised proceeds (Refer note 5) :

Based on management undertaking and Certificate dated October 29, 2024 issued by M/s B.B. & Associates, Peer reviewed Chartered Accountants (Firm Registration Number:023670N):

S. No.	Type of instrument and name of the entity invested in	Amount invested (Rs in million)	Maturity date	Earning (Rs in million)	Return on Investment (%)	Market value as at the end of quarter (if the market value is not feasible, provide NAV/NRV/Book value of the same) (Rs in million)
1	Indian Bank Sweep FD Account No. 7733055322	212.09	Till utilisation	29.05	7.45	212.09
2	Balance in Indian Bank a/c. no. 7731696765	0.12	-	-	-	0.12
	Total	212.21 *(Refer note 6)*	-	29.05	-	212.21

Note 6 : Includes of Rs 26.04 million (net of taxes and bank charges amounting to Rs. 3.01 million) credited to the Indian Bank a/c. no. 7733055322 towards interest on the FDs received as at end of the reported quarter.

Note 7 : Monitoring the deployment of Interest Income earned from unutilised Net proceeds & utilisation towards issue expenses does not form part of the scope of Monitoring Agency report

iv. Delay in implementation of the object(s):

Based on management undertaking and Certificate dated October 29, 2024 issued by M/s B.B. & Associates, Peer reviewed Chartered Accountants (Firm Registration Number:023670N).

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----- Start of picture text -----

Comments of the Board of
Completion Date
Directors
Delay
Object(s) As per the (no. of days/ Proposed course
Reason of
Offer months) of
Actual delay
Document action
9
Not applicable
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5) Details of utilization of proceeds stated as General Corporate Purpose (GCP) amount in the offer document ( Refer note 5) :

Based on management undertaking and Certificate dated October 29, 2024 issued by M/s B.B. & Associates, Peer reviewed Chartered Accountants (Firm Registration Number:023670N):

S. No.	*Item heads(Refer note 8)***	Amount (in millions)	Remarks
1	Investment in subsidiary	257.83	Investment by way of equity share in wholly owned subsidiary - Xpro Dielectric Films FZ-LLC, UAE.
2	Ordinary course of business	95.67	Raw material purchase

Note 8 : The Board of Directors of the Company vide resolution dated November 05, 2024 has approved the quantum of utilisation towards GCP item heads.

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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.
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.
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.
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.
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.
g) Access or use of this report does not create a client relationship between CRL and the user.
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.
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).
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.
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 11
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.
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.
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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Monitoring Agency Report for Xpro India Limited for the quarter ended September 30, 2024

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CRL/MAR/ XPROINDBY /2024-25/1203

November 05, 2024

To

Xpro India Limited

Barjora - Mejia Road, P.O. Ghutgoria, Tehsil: Barjora, Distt: Bankura, West Bengal – 722 202, India

Dear Sir,

Monitoring Agency Report for the quarter ended September 30, 2024 - in relation to the Preferential Issue (“PI”) of Xpro India Limited (“the Company”)

Pursuant to Regulation 162A of SEBI (lssue of Capital and Disclosure Requirements) Regulations, 2018 (“ SEBI ICDR Regulations ”) and Monitoring Agency Agreement dated June 06, 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 PI for the quarter ended September 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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Report of the Monitoring Agency (MA)

Name of the issuer: Xpro India Limited

For quarter ended: September 30, 2024

Name of the Monitoring Agency: CRISIL Ratings Limited

(a) Deviation from the objects: Not applicable

(b) Range of Deviation: Not applicable

Declaration:

Signature:

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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: Xpro India Limited Names of the promoter: Intellipro Finance Pvt Ltd Industry/sector to which it belongs : Polymer processing and manufacturing

2) Issue Details

Issue Period: January 18, 2024 to January 25, 2024 Type of issue (public/rights): Preferential Issue (PI) Type of specified securities: Convertible Warrants PI Grading, if any: NA Issue size: Issue size comprises of Net proceeds of Rs 140 crore*

CRISIL Ratings shall be monitoring the net proceeds amount.

The Company had appointed India Ratings and Research Private Limited (“Outgoing Monitoring Agency") to monitor utilization of Issue Proceeds. The Company vide its notice dated May 2, 2024, terminated the Monitoring Agency Agreement with the Outgoing Monitoring Agency, effective 02 June 2024. Consequently, the Company appoints CRISIL Ratings Limited as the Monitoring Agency for the Issue with effect from 06 June 2024, to monitor the utilization of Issue Proceeds from the quarter ending June 2024 till 100% utilization of the Issue Proceeds.

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?	N/A	Management undertaking, Peer reviewed Independent Auditor Certificate, Final Offer Document *(Refer note 1),*Bank Statements	No Comments	No Comments

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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 shareholder approval has been obtained in case of material deviations from expenditures disclosed in the Offer Document?	N/A	Management undertaking, Peer reviewed Independent Auditor Certificate(Refer note 1)	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?	No		No Comments	No Comments
Whether all Government/statutory approvals related to the object(s) have been obtained?	N/A		No Comments	No Comments
Whether all arrangements pertaining to technical assistance/collaboration are in operation?	N/A		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

Note 1 : Certificate dated October 29, 2024 issued by M/s B.B. & Associates, Peer reviewed Chartered Accountants (Firm Registration Number:023670N).

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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	Capital expenditure for expansion of capacity by adding new manufacturing lines for Dielectric and other technical grades of biaxially oriented polypropylene film, at the existing location in Barjora, West Bengal and in UAE directly or through subsidiary, including upgradation of the existing facilities	Management undertaking, Peer reviewed Independent Auditor Certificate, Final offer document *(Refer note 1)*	100	100	No revision	No revision	N/A	N/A
2	Working Capital of the Company and its		10	10	No revision	No revision	N/A	N/A
3	General Corporate Purposes *(Refer note 2)*		30	30	No revision	No revision	N/A	N/A
	Total	-	140	140	No revision	-	-	-

Note 2: The amount utilised for general corporate purposes does not exceed 25% of the Gross Proceeds (amounting to Rs 35 crore) from the Fresh Issue.

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ii. Progress in the object(s) (Refer note 4) :

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	Capital expenditure for expansion of capacity by adding new manufacturing lines for Dielectric and other technical grades of biaxially oriented polypropylene film, at the existing location in Barjora, West Bengal and in UAE directly or through subsidiary, including upgradation of the existing facilities	Management undertaking, Peer reviewed Independent Auditor Certificate *(Refer note 1)*, Final Offer Document, Bank Statements	100	Nil				No utilisation during the quarter	The unspent amount shall be utilised in subsequent quarters for specified purposes
					Nil	Nil	100

2	Working Capital of the Company and its		10	Nil				No utilisation during the quarter	As above
					Nil	Nil	10

3	General Corporate Purposes		30	Nil				No utilisation during the quarter	As above
					Nil	Nil	30

	Total		140	Nil	Nil	Nil	140	-	-	-

Note 3 : The Company has received 35% of the issue size i.e. Rs 48.99 crore (Rs 341.25/warrant for 14,35,750 warrants), as subscription amount during the quarter ended March 31, 2024. Balance 65% (Rs 633.75/warrant) will be received as and when the conversion option is exercised by the warrant holders to convert warrants to equity shares during the tenure of 18 months of the warrant exercise period.

Note 4: All figures in the table are rounded off

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iii. Deployment of unutilised proceeds (Refer note 4) :

Based on management undertaking and Certificate dated October 29, 2024 issued by M/s B.B. & Associates, Peer reviewed Chartered Accountants (Firm Registration Number:023670N).

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----- Start of picture text -----

Market value as at the
end of quarter
Amount
Type of instrument Earning Return on (if the market value is
invested Maturity
Sr. No and name of the (Rs in Investment not feasible, provide
(Rs in date
entity invested in crore) (%) NAV/NRV/Book value
crore)
of the same) (Rs in
crore)
FD with PNB a/c no. 02-Feb-
1 009000LR00000535 48.99 2.24 7.70% 51.23
2025
(Refer note 5)
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Note 5 : For the purpose of the above stated object no. 1 (Capex), the company has entered into purchase agreement for the purchase of Line BOPP Capacitor — Sequential from European Supplier. The company has availed the Foreign Letter of Credit (FLC) for the said transaction of Rs 106.98 crore against which the company has maintained the margin money in the form of FD of Rs 106.98 crores. The issue proceeds of Rs 48.99 crore is used for partly funding the said FD amount in the form of margin money for FLC

iv. Delay in implementation of the object(s):

Based on management undertaking and Certificate dated October 29, 2024 issued by M/s B.B. & Associates, Peer reviewed Chartered Accountants (Firm Registration Number:023670N).

				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

5) Details of utilization of proceeds stated as General Corporate Purpose (GCP) amount in the offer document:

Not applicable, based on management undertaking and Certificate dated October 29, 2024 issued by M/s B.B. & Associates, Peer reviewed Chartered Accountants (Firm Registration Number:023670N).

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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.
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.
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.
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.
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.
g) Access or use of this report does not create a client relationship between CRL and the user.
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.
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).
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.
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 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.
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.
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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AI assistant

Xpro India Ltd. Capital/Financing Update 2024

61362_rns_2024-11-05_b6eb1016-8a4e-46fd-a084-15cf722d7177.pdf

Sub: Monitoring Agency Report in relation to Preferential Issue & Qualified Institutions Placement

To

Xpro India Limited

Monitoring Agency Report for the quarter ended September 30, 2024 - in relation to the Qualified Institutional Placement (“QIP”) of Xpro India Limited (“the Company”)

Report of the Monitoring Agency (MA)

Declaration:

Signature:

1) Issuer Details:

3) Details of the arrangement made to ensure the monitoring of issue proceeds:

4) Details of object(s) to be monitored:

i. Cost of the object(s) :

#Brief description of objects:

iii. Deployment of unutilised proceeds (Refer note 5) :

iv. Delay in implementation of the object(s):

5) Details of utilization of proceeds stated as General Corporate Purpose (GCP) amount in the offer document ( Refer note 5) :

Disclaimers:

To

Xpro India Limited

Report of the Monitoring Agency (MA)

(a) Deviation from the objects: Not applicable

Declaration:

Signature:

1) Issuer Details:

2) Issue Details

3) Details of the arrangement made to ensure the monitoring of issue proceeds:

4) Details of object(s) to be monitored:

i. Cost of the object(s):

iii. Deployment of unutilised proceeds (Refer note 4) :

iv. Delay in implementation of the object(s):

5) Details of utilization of proceeds stated as General Corporate Purpose (GCP) amount in the offer document:

Disclaimers:

AI assistant

Xpro India Ltd. — Capital/Financing Update 2024

61362_rns_2024-11-05_b6eb1016-8a4e-46fd-a084-15cf722d7177.pdf

Sub: Monitoring Agency Report in relation to Preferential Issue & Qualified Institutions Placement

To

Xpro India Limited

Monitoring Agency Report for the quarter ended September 30, 2024 - in relation to the Qualified Institutional Placement (“QIP”) of Xpro India Limited (“the Company”)

Report of the Monitoring Agency (MA)

Declaration:

Signature:

1) Issuer Details:

3) Details of the arrangement made to ensure the monitoring of issue proceeds:

4) Details of object(s) to be monitored:

i. Cost of the object(s) :

#Brief description of objects:

iii. Deployment of unutilised proceeds (Refer note 5) :

iv. Delay in implementation of the object(s):

5) Details of utilization of proceeds stated as General Corporate Purpose (GCP) amount in the offer document ( Refer note 5) :

Disclaimers:

To

Xpro India Limited

Report of the Monitoring Agency (MA)

(a) Deviation from the objects: Not applicable

Declaration:

Signature:

1) Issuer Details:

2) Issue Details

3) Details of the arrangement made to ensure the monitoring of issue proceeds:

4) Details of object(s) to be monitored:

i. Cost of the object(s):

iii. Deployment of unutilised proceeds (Refer note 4) :

iv. Delay in implementation of the object(s):

5) Details of utilization of proceeds stated as General Corporate Purpose (GCP) amount in the offer document:

Disclaimers:

More from Xpro India Ltd.

Xpro India Ltd. Capital/Financing Update 2024