PRODUCT NOTE
Public issue of secured & unsecured NCDs
Issue Opens Tuesday, 22nd January, 2019
Issue Closes Wednesday, 20th February, 2019
Issue Highlights:
Issuer India Infoline Finance Limited
Registrar Link Intime India Pvt Limited
Trustee Catalyst Trusteeship Limited
Allotment First Come First Serve Basis
Issue Price Rs. 1,000 per NCD
Face Value Rs. 1,000 per NCD
Minimum Application Rs. 10,000/‐ only
Base Issue Rs. 2,500 million (Rs 250 cr)
Option to Retain
Rs.17,500 million (Rs 1,750 cr)
Oversubscription Amount
Tranche I Issue Size Rs. 20,000 million (Rs 2000 cr)
Nature of Indebtedness Secured and Unsecured NCDs
"AA/Stable" by CRISIL and ICRA,"AA+/Stable" by
Credit Ratings
Brickwork
Issuance mode of the instrument In dematerialized form only
BSE Limited and National Stock Exchange of India
Listing On
Limited
Depositories CDSL and NSDL
Trading mode of the instrument Compulsorily in dematerialized form
Lead Managers to the Issue:
Edelweiss Financial Services Limited,
IIFL Holdings Limited,
ICICI Securities Limited and
Trust Investment Advisors Private Limited
Specific terms for each of the NCDs:
Series I II III IV V VI
Frequency of
Annual Cumulative Monthly Annual Monthly Annual
Interest payment
Tenure (In
39 months 39 months 60 months 60 months 120 months 120 months
Months)
Nature of
Secured Secured Secured Secured Unsecured Unsecured
Indebtedness
Coupon (% p.a) -
9.50% NA 9.60% 10.00% 9.90% 10.35%
Category I
Coupon (% p.a) -
9.60% NA 9.75% 10.20% 10.00% 10.50%
Category II , III, IV
Effective Yield (%
9.50% 9.50% 10.03% 10.00% 10.36% 10.35%
p.a) - Category I
Effective Yield (%
p.a) - Category II , 9.60% 9.60% 10.20% 10.20% 10.47% 10.50%
III, IV
Amount (Rs/Per
NCD) on Maturity
1000 1342.65 1000 1000 1000 1000
-
Category I
Amount (Rs/Per
NCD) on Maturity
- 1000 1346.63 1000 1000 1000 1000
Category II, III &
IV
Redemption date
(from the
39 months 39 months 60 months 60 months 120 months 120 months
Deemed Date of
Allotment)
Put Option NA NA NA NA NA NA
Call Option (Any
time after the
months to
24 months 24 months 30 months 30 months 66 months 66 months
expire from the
Deemed date of
allotment)
Note: Our Company shall allocate and allot Series I NCDs wherein the Applicants have not indicated the choice of the
relevant NCD Series. Our Company shall allocate and allot Series VI NCDs wherein the Applicants have not indicated the
choice of relevant Unsecured NCD Series. All categories of Investors can subscribe to all Series of NCDs.
Investor Category:
Category I (Institutional Investors)
Public financial institutions, scheduled commercial banks, Indian multilateral and bilateral development financial
institutions which are authorised to invest in the NCDs;
Provident funds and pension funds with a minimum corpus of Rs.250 million, superannuation funds and gratuity
funds, which are authorised to invest in the NCDs;
Alternative Investment Funds, subject to investment conditions applicable to them under the Securities and
Exchange Board of India (Alternative Investment Funds) Regulations, 2012;
Resident Venture Capital Funds registered with SEBI;
Insurance companies registered with the IRDAI;
State industrial development corporations;
Insurance funds set up and managed by the army, navy, or air force of the Union of India;
Insurance funds set up and managed by the Department of Posts, the Union of India;
Systemically Important Non-Banking Financial Company registered with the RBI and having a net-worth of more
than Rs. 5,000 million as per the last audited financial statements;
National Investment Fund set up by resolution no. F.No. 2/3/2005-DDII dated November 23, 2005 of the
Government of India published in the Gazette of India; and
Mutual funds registered with SEBI.
Category II (Non Institutional Investors)
Companies within the meaning of Section 2(20) of the Companies Act, 2013; statutory bodies/ corporations and
societies registered under the applicable laws in India and authorised to invest in the NCDs;
Co-operative banks and regional rural banks;
Trusts including public/private charitable/religious trusts which are authorised to invest in the NCDs;
Scientific and/or industrial research organisations, which are authorised to invest in the NCDs;
Partnership firms in the name of the partners; and
Limited liability partnerships formed and registered under the provisions of the Limited Liability Partnership Act,
2008 (No. 6 of 2009).
Association of Persons; and
Any other incorporated and/ or unincorporated body of persons
Category III (High Net Worth Individual Investors)
High net-worth individual investors, resident Indian individuals and Hindu Undivided Families through the Karta
applying for an amount aggregating to above Rs. 10,00,000 across all options of NCDs in this Issue
Category IV (Retail Individual Investors)
Retail individual investors, resident Indian individuals and Hindu Undivided Families through the Karta applying
for an amount aggregating up to and including Rs. 10,00,000 across all options of NCDs in this Issue
Application of the Category to the overall Issue size:
Category Investor type Allocation
Category I QIB portion 20% of the Issue Size
Category II Corporate Portion 20% of the Issue Size
Category III HNI 30% of the Issue Size
Category IV Retail 30% of the Issue Size
Application in the Issue:
Applicants shall apply in this Issue in dematerialized form only, through a valid Application Form filled in by the
Applicant along with attachment, as applicable. Further, Applications in this Issue shall be made through the ASBA
facility only.
Terms of Payment:
The entire issue price of Rs. 1000 per NCD is payable on application itself. In case of allotment of lesser number of NCDs
than the number of NCDs applied for, our Company shall instruct the SCSBs to unblock the excess amount blocked on
application in accordance with the terms of this Tranche I Prospectus.
Applications cannot be made by:
(a) Minors without a guardian name* (A guardian may apply on behalf of a minor. However, the name of the guardian
will also need to be mentioned on the Application Form);
(b) Foreign nationals;
(c) Persons resident outside India;
(d) Foreign Institutional Investors;
(e) Foreign Portfolio Investors;
(f) Non Resident Indians;
(g) Qualified Foreign Investors;
(h) Overseas Corporate Bodies**;
(i) Foreign Venture Capital Funds; and
(j) Persons ineligible to contract under applicable statutory/ regulatory requirements.
* Applicant shall ensure that guardian is competent to contract under Indian Contract Act, 1872
Disclaimer:
India Infoline Finance Limited, subject to market conditions and other considerations is proposing a public issue of secured,
redeemable non-convertible debentures (“Secured NCDs”) and unsecured, redeemable non-convertible Debentures (“Unsecured
NCDs”)(collectively “NCDs”) and has filed the Shelf Prospectus dated January 11, 2019 and Tranche I Prospectus dated January 11,
2019 with the Registrar of Companies, Maharashtra at Mumbai, National Stock Exchange of India Limited, BSE Limited and SEBI. The
Shelf Prospectus dated January 11, 2019 and Tranche I Prospectus dated January 11, 2019 are available on our
website www.iifl.com/ncd and on the website of the stock exchanges www.nseindia.com, www.bseindia.com and the respective
websites of the lead managers at www.edelweissfin.com, www.iiflcap.comwww.icicisecurities.com and www.trustgroup.in. Investors
proposing to participate in the issue, should invest only on the basis of the information contained in the Shelf Prospectus dated January
11, 2019 and Tranche I Prospectus dated January 11, 2019. Investors should note that investment in NCDs involves a high degree of
risks and for details relating to the same, please refer to Shelf Prospectus dated January 11, 2019, including the section on “Risk
Factors” beginning on Page 18 of the Shelf Prospectus dated January 11, 2019.
DISCLAIMER CLAUSE OF BSE: It is to be distinctly understood that the permission given by BSE should not in anyway be deemed or
construed that the Prospectus has been cleared or approved by BSE nor does it certify the correctness or completeness of any of the
contents of the Prospectus. The investors are advised to refer to the Prospectus for the full text of the Disclaimer Clause of the BSE.
DISCLAIMER CLAUSE OF USE OF BSE ELECTRONIC PLATFORM: It is to be distinctly understood that the permission given by the
BSE to use their network and software of the Online system should not in any way be deemed or construe as compliance with various
statutory requirements approved by the Exchange; not does it in any manner warrant, certify or endorse the correctness or
completeness of any of the compliance with the statutory and other requirements;nor does it take any responsibility for the financial or
other soundness of this Company, its promoters, its management or any scheme or project of this Company.
DISCLAIMER CLAUSE OF NSE: It is to be distinctly understood that the permission given by NSE should not in anyway be deemed or
construed that the Offer Document has been cleared or approved by NSE nor does it certify the correctness or completeness of any of
the contents of the Offer Document. The investors are advised to refer to the Offer Document for the full text of the Disclaimer Clause
of the NSE.
DISCLAIMER CLAUSE OF USE OF NSE ELECTRONIC PLATFORM: It is to be distinctly understood that the permission given by the
NSE to use their network and Online Platform for facilitating applications for public issue of NCDs shall not in any way be deemed or
construed as compliance with various statutory and other requirements by the Company; LMs are cleared or approved by NSE; nor
does it warrant, certify or endorse the correctness or completeness of any of the compliance with the statutory and other requirements;
nor does it take any responsibility for the financial or other soundness of the Issuer, its promoters, its management or any scheme or
projects of the Issuer.
DISCLAIMER CLAUSE OF BRICKWORK:Brickwork Ratings has assigned the rating based on the information obtained from the
issuer and other reliable sources, which are deemed to be accurate. Brickwork has taken considerable steps to avoid any data
distortion; however, it does not examine the precision or completeness of the information obtained. The rating assigned by Brickwork
should be treated as an opinion rather than a recommendation to buy, sell or hold the rated instrument and Brickwork shall not be liable
for any losses incurred by users from any use of this report or its contents. Brickwork has the right to change, suspend or withdraw the
ratings at any time for any reasons
DISCLAIMER CLAUSE OF CRISIL: CRISIL ratings reflects CRISIL's current opinion on the likelihood of timely payment of the
obligations under the rated instrument and CRISIL does not guarantee the accuracy, adequacy or completeness of the information
reviewed. CRISIL ratings are not are commendation to invest / dis invest in any and should not be construed as an expert advice or
investment advice or any form of investment banking within the meaning of any law or regulation. CRISIL is not responsible for any
errors and especially states that it has no financial liability whatsoever to the subscribers/users/transmitters/distributors of this product.
DISCLAIMER CLAUSE OF ICRA: An ICRA rating is a symbolic indicator of ICRA's current opinion on the relative capability of the
issuer concerned to timely service debts and obligations, with respect to the instrument rated. ICRA ratings should not be treated as
recommendation to buy, sell or hold the rated debt instruments. ICRA ratings are subject to a process of surveillance, which may lead
to revision in ratings. ICRA in particular makes no representation or warranty, express or implied as to the accuracy, timelines or
completeness of any such information. All information contained herein must be construed solely as statement of opinion, and ICRA
shall not be liable for any losses incurred by users from any use of this publication or its contents.
