Shardul Amarchand Mangaldas advises Bank of America Merrill Lynch in acquisition of 93% of debt portfolio of Jayaswal Neco Industries Limited

March 26, 2019

Shardul Amarchand Mangaldas & Co (SAM & Co) has advised Bank of America Merrill Lynch and other FPI investors in acquiring 93% of the non-performing debt of Jayaswal Neco Industries Limited (JNIL), amounting to approximately INR 40,150 million.

 

The Banking and Finance and Insolvency and Bankruptcy practice groups of SAM & Co acted as advisors to Bank of America on all aspects of the transaction, including due diligence on JNIL’s debt portfolio, drafting and negotiating transaction documents for the acquisition of the debt by an asset reconstruction company (ARC). SAM & Co was involved in the structuring and advising on the issuance of security receipts by the ARC-trust, advising on inter-trust voting arrangements and rights of the ARC and advising on the potential insolvency risk associated with JNIL.

 

One of the largest deals by value for FPI investments in distressed debt of a single Indian company, it is also an attempt to protect JNIL from impending insolvency risk by acquiring sufficient control to withdraw an insolvency admission if it occurs such that the debt may be restructured outside of the insolvency process under the IBC.

 

The transaction team from SAM & Co included Ms. Veena Sivaramakrishnan, Partner; Ms. Sanjana Rao, Associate and Mr. Dhananjai Charan, Associate from Banking and Finance and Insolvency and Bankruptcy team.

 

Mr. Nitesh Jain, Partner provided valuable inputs on the disputes pertaining to the orders passed by the Enforcement Directorate against the assets of JNIL pursuant to the provisions of the PMLA Act.

 

Mr. Sapan Gupta, Partner; Mr. Gopalkrishna Hegde, Consultant and Mr. Prashant Saran, Sr. Consultant provided valuable inputs on structuring of the Transaction.

 

Other parties involved are Bank of America Securities Limited and various other FPI investors (names of all other FPI investors is confidential) as investors, Assets Care and Reconstruction Enterprises Limited – Juris Corp and Shardul Amarchand Mangaldas as Asset Reconstruction Company, AZB & Partners as an advisor to one FPI Investor and multiple Indian Banks (in consortium and otherwise).

 

The date of signing / filing / date of court approval of schemes / resolution plan is December 2018 to March 2019. The date of closing is expected to be 31^st March 2019.