STANDARD FORM EXPRESSION OF INTEREST. Subject: Expression of Interest ( EOI ) for Change in Ownership and Management Control

Transcription

1 STANDARD FORM EXPRESSION OF INTEREST Date: To, IDBI Bank Limited, [ ] Subject: Expression of Interest ( EOI ) for Change in Ownership and Management Control Dear Sir/Madam, In response to your public advertisement in [Insert the names of the newspaper and/or website] on [Insert date of the advertisement] inviting EOIs for Change in Ownership, we hereby submit our EOI. We have attached necessary information according to the standard form. The information furnished by us in this EOI is true, correct and accurate to the best of our knowledge. Based on this information we understand you would be able to evaluate our preliminary proposal in order to pre-qualify for the above mentioned proposal. We however, understand that IDBI Bank Limited reserves their right to decide whether or not to pre-qualify our proposal without disclosing the reason whatsoever. Sincerely yours, On behalf of the firm/company/organization: Signature: Name of signatory: Designation: Company Seal/stamp

2 Annexure 1.1 Name and address Name of the Bidder : Address: Telephone No: Fax: Date of establishment of Bidder/Promoter Group: 1.3 Core area of expertise of the Bidder: 1.4 Contact Person: Name: Designation: Telephone No: CIN/VAT/PAN or equivalent details of Bidder: CIN NO: VAT No: PAN No: 1.6 Supporting Documents: A) For Turnover: 3 (three) years audited financial reports of the interested party or its promoter/promoter group or any other group company as per the qualification criteria. B) For Existence/Incorporation : Relevant constitutional document(s) to prove 5 (five) years of existence as on April 1, C) For Demonstration of funds availability : Relevant statement of funds availability of the interested party or its promoter/promoter group or any other group company as per the qualification criteria D) A notarized declaration from the interested party in order to demonstrate that the promoter/promoter group or any other group company are part of the same group, in case the interested party is using such entities for meeting the qualification criteria. 1.7 Bidder Profile, if any: 1.8 Legal Documents: [Provide copy of the legal registration, CIN, VAT and PAN registration certificates of the firm, with their latest renewals, wherever applicable]

3 Invitation for Expressions of Interest (EOI) for taking over a Company engaged in Manufacturing of Steel Wheel Rims for Commercial, Passenger and Agricultural vehicles. IDBI Bank Limited ( IDBI ), on behalf of itself and the other consortium lenders (including various banks and financial institutions) that have extended certain working capital and term loan facilities to a limited company ( Company ) for operating into Manufacture of Steel wheel rims for commercial, passenger and agricultural vehicles & Automobile body panels business, proposes to undertake change in ownership of the Company in accordance with the Prudential Norms on Change in Ownership of Borrowing Entities (under Strategic Debt Restructuring Scheme) dated June 08, The company is the largest single location Steel Wheel Rim manufacturing plant in India. It has a state-of-art integrated manufacturing facility at Bhuj, Gujarat spread over 60 acres area. It is located in close proximity to two major ports, Kandla and Mundra. In a short span of time, it has developed reputed clientele base of many leading OEM s in passenger cars, LCVs, Trailers, trucks and agriculture tractors domestically and in export market. The company s Net Block as on March 31, 2015 was around Rs.934 crore. The current outstanding amount of the Company, against such loans, as on January 31, 2016 was around Rs.423 Crore (including interest overdue) and the Company is currently under financial distress. IDBI invites Expressions of Interest from interested parties who fulfill qualification criteria and who may be willing to acquire a minimum of 51% (fifty one percent) equity shareholding and management control in the Company. Preference would be given to the buyer who is currently into similar line of activity/industry. For details regarding qualification criteria and other information, please refer to Annexure 1. Interested parties may submit their EOI along with supporting documents latest by May 21, 2016, IST by hand delivering/courier it to DGM & RM, IDBI, CBG I, IDBI Tower, 5 th Floor, Plot No. C 7, G Block, BKC, Opposite NSE, Bandra (E), Mumbai 51. For any clarifications, please contact IDBI, DGM & RM Shri. M V Apparao, Contact No: , ID: mv.apparao@idbi.co.in, IDBI, CBG I, IDBI Tower, 5 th Floor, Plot No. C 7, G Block, BKC, Opposite NSE, Bandra (E), Mumbai Note: 1) IDBI reserves the right to cancel or modify the process without assigning any reason and without any liability. This is not an offer document and is issued with no commitment. Applicants should regularly visit the IDBI website at to keep themselves updated regarding clarifications/ amendments/ time-extensions, if any. 2). IDBI Bank reserves the right to withdraw EOI and change or vary any part thereof at any stage and also reserves the right to disqualify any bidder, should it be so necessary at any stage. 3) No oral conversations or agreements with any official, agent or employee of IDBI Bank shall affect or modify any terms of this EOI. 4) Neither the bidder nor any of the bidder s representatives shall have any claims whatsoever against IDBI Bank or any of their directors, officials, agents or employees arising out of or relating to this EOI. 5) By submitting a proposal, each bidder shall be deemed to acknowledge that it has carefully read the entire EOI and has fully informed itself as to all existing conditions and limitations. 6) The proposal and all correspondences and documents shall be written in English.

4 1. CRITERIA FOR QUALIFICATION 1.1 Eligibility and Qualifying Criteria ANNEXURE -1 Financial Proposals of only those interested parties who meet the qualifying criteria (business and financial) specified in subsequent sections in this terms of expression of interest will be considered. Expressions of Interest ( EOIs ) which do not meet these criteria shall be rejected. The interested party s competence and capability is proposed to be established by the following parameters: a. Business Capacity; and b. Financial Capacity 1.2 Business Capacity for purposes of evaluation will be based on following criteria : Turnover: The interested party is required to have an average turnover of at least Rs. 500 Crore (Rupees Five Hundred Crore only) or more based on last available audited financial statements of immediately preceding 3 financial years. Turnover would mean Gross Income or Gross Revenue. For the purposes of qualifying under Turnover criteria, combined Turnover based on audited financial reports of preceding 3 (three) financial years of the interested party and /or its promoter/promoter group and any other group company may be used. The audited financial statements for the relevant periods and entities need to be provided along with EOIs for supporting the same Incorporation/Existence: The interested party or its promoter/promoter group or any other group company on whose Turnover the interested party is relying upon shall have been in existence for atleast 5 (five) years as on April 1, The memorandum of association, articles of association, certificate of incorporation and other constitutional document(s) need to be provided along with EOI for supporting the same. 1.3 Financial Capacity Evaluation The interested party must fulfill following minimum financial requirements: Demonstration of ability to infuse funds The interested party must demonstrate its ability to infuse atleast Rs.50,00,00,000 (Rupees Fifty Crores Only) into the Company as Equity Capital and another Rs.75,00,00,000 (Rupees Seventy Five Crores Only) into the Company as Unsecured/Promoter long term loan repayable in line with lenders at minimum rate of interest, to the satisfaction of IDBI, by providing requisite supporting documents that showcase availability of funds with the interested party.

5 For the purpose of demonstration of availability of funds, the supporting documents of the interested party and /or its promoter/promoter group and any other group company can be used. 1.4 Exchange Rate For the purpose of evaluation of the EOI, the exchange rate to be used for conversion into INR (Indian Rupees) shall be the mean of the buying and selling rate quoted by IDBI on the closing working day that precedes the date of the EOI