Khaitan & Co advises Mahindra Holdings Limited and Mahindra Susten Private Limited on Ontario Teachers’ Pension Plan Board’s investment

Mahindra Holdings Limited and Mahindra Susten Private Limited | Investment by Ontario Teachers’ Pension Plan Board

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HEADINGS

DETAILS

1.

Sector

Infrastructure: Renewable energy, Solar Energy

2.

Announcement Date

17-Sep-2022

3.

Completion Date

Ongoing

4.

Name of Client

Mahindra Holdings Limited

5.

Investor Details

Ontario Teachers’ Pension Plan Board through 2452991 Ontario Limited | Canada | Investor

6.

Seller Details

Mahindra Susten Private Limited | India | Seller

7.

Deal Description

Advised Mahindra Holdings Limited and Mahindra Susten Private Limited on Ontario Teachers’ Pension Plan Board’s investment of 30% stake in Mahindra Susten Private Limited for a total consideration of INR 2,371 crore (~USD 300 million). Through this strategic partnership, parties aim to capitalize on the growing renewables opportunity in India and contribute towards the country’s decarbonization ambitions.

The proposed transaction also envisages the setting up of an Infrastructure Investment Trust (“InvIT”) in compliance with applicable regulations of the Securities and Exchange Board of India. The InvIT is initially proposed to comprise renewable power assets seeded by MSPL with operational capacity of around 1.54 GWp.
Further, the Mahindra Group and Ontario Teachers’ will jointly explore the sale of an additional 9.99% stake in Mahindra Susten by 31 May 2023. The Mahindra Group will deploy these funds, plus an incremental amount of up to INR 1,750 crore, into the business and the InvIT over the next seven years. Over the same period, Ontario Teachers’ will deploy an additional amount of up to INR 3,550 crore into the business and the InvIT.

The partnership with Ontario Teachers’ will enable the Mahindra Group to build a strong renewable energy business focused on solar energy, hybrid energy, integrated energy storage & round-the-clock (RTC) green energy plants.

8.

Total Consideration

INR 2371 crore (USD 300 million)

9.

Team Members

The core team consisted of Haigreve Khaitan (Senior Partner), Sudhir Bassi (Executive Director), Akhil Bhatnagar (Partner), Shantanu Gupta (Partner), Swathy Ramanath (Partner), Aayush Mohata (Partner), Niyati Bhatt (Principal Associate), Shivam Tandon (Principal Associate), Bhagirath Ashiya (Senior Associate), Sushmita Ravi (Senior Associate), Anwesha Singh (Associate), Palak Rajesh Mohta (Associate), Prerna Kapur (Associate), Vismita Gahlot (Associate) and Radhika Pandey (Associate) with assistance from the following:

Antitrust Law aspects: Anisha Chand (Partner), Soham Banerjee (Principal Associate) and Siddharth Bagul

Employment Law aspects: Anshul Prakash (Partner) and Abhimanyu Pal (Principal Associate)

Regulatory aspects: Divya Chaturvedi (Partner) and Srishti Rai (Senior Associate)

Real Estate aspects: Devendra Deshmukh (Partner) and Amruta Joshi (Principal Associate)

10.

Role of Firm

Advised Mahindra Holdings Limited and Mahindra Susten Private Limited on Ontario Teachers’ Pension Plan Board’s investment of 30% stake in Mahindra Susten Private Limited.

11.

Financial Advisors

Avendus Capital acted for Mahindra Group

Ambit acted for Ontario Teachers’ Pension Plan Board

12.

Other legal advisors if any with names of Lead Lawyers

Cyril Amarchand Mangaldas represented Ontario Teachers’ Pension Plan Board

Torys LLP, Linklaters LLP and Ropes and Gray LLP assisted on ancillary aspects