Khaitan & Co advises JSW Energy Limited on acquisition of 100% shareholding in 17 SPVs and 1 ancillary SPV of Mytrah Energy (India) Private Limited

DEAL DETAILS

JSW Energy Limited | Acquisition of 100% shareholding in 17 SPVs and 1 ancillary SPV of Mytrah Energy (India) Private Limited

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HEADINGS

DETAILS

1. Sector Renewal energy, Wind Energy
2. Announcement Date 10-Aug-2022
3. Completion Date Ongoing
4. Name of Client JSW Energy Limited
5. Acquirer Details JSW Neo Energy Limited | India
6. Seller Details Mytrah Energy (India) Private Limited | India
7. Deal Description Acquisition by JSW Neo Energy Limited, a wholly owned subsidiary of JSW Energy Limited, of 100% shareholding in 16 SPVs and 1 ancillary SPV of Mytrah Energy (India) Private Limited along with majority shareholding in 1 SPV, totalling to 1753 MW of renewable capacity. The total acquisition portfolio consists of 10 Wind SPVs with capacity of 1,331 MW and 7 Solar SPVs with a capacity of 422 MW (487 MWp DC) and 1 ancillary SPV.
8. Total Consideration Enterprise Value of INR 10531 crores (USD 1.3 billion)
9. Turnover of Target if Deal Value Undisclosed Revenue from operations (cumulative) in FY 2021-22 of the Target SPVs is INR 1,467 crores (provisional).
10. Team Members The core team consisted of Akhil Bhatnagar (Partner), Kumar Saurabh Singh (Partner), Sweta Rao (Principal Associate), Bhagirath Ashiya (Senior Associate), Ashwij Ramaiah (Senior Associate), Ahaan Dar (Associate), Anwesha Singh (Associate) with assistance from the following:

Conducting due diligence on the 17 SPVs and 1 ancillary SPV of Mytrah Energy (India) Private Limited: Niyati Bhatt (Principal Associate), Bhagirath Ashiya (Senior Associate), Anwesha Singh (Associate), Palak Mohta (Associate), Rahul Pai (Associate)

Conducting land due diligence on the 17 SPVs of Mytrah Energy (India) Private Limited: Arva Merchant (Partner), Sudheer Madamaiah (Partner), Hareesha K S (Senior Associate)

Advised on regulatory disputes pertaining to the Target SPVs: Divya Chaturvedi (Partner), Saransh Shaw (Principal Associate), Srishti Rai (Senior Associate)

Conducting due diligence on certain litigations pertaining to the Target SPVs: Kingshuk Banerjee (Partner), Jyoti Sinha (Counsel), Tanvi Goenka (Senior Associate)

CCI filing and other CCI related aspects of the transaction: Anisha Chand (Partner), Soham Banerjee (Principal Associate), Yatharth V Singh (Associate)

11. Role of Firm Khaitan & Co was involved in the (i) due diligence of the Target SPVs for the transaction and (ii) structuring, drafting, negotiating and finalizing the transaction documents.
12. Financial Advisors KPMG India Services LLP for JSW
13. Other legal advisors if any with names of Lead Lawyers Saurya Bhattacharya HSA Legal
14. Unique Feature of Transaction Largest acquisition by JSW Energy Limited since its inception
15. Quotation by the Client “This landmark deal demonstrates our strong commitment to achieving our vision of achieving 10GW capacity by 2025 and being a leading player in India’s Energy Transition. This acquisition further strengthens and diversifies our operating footprint across various key resource-rich states. We also believe that by leveraging our strong industry, operating and financing expertise, we would be able to significantly improve the operating performance of this entire portfolio, which will ultimately create tremendous value for our shareholders,” said Prashant Jain, joint managing director and chief executive officer of JSW Energy.
16. Press Coverage https://www.livemint.com/companies/news/jsw-neo-energy-to-acquire-mytrah-s-1-75-gw-renewable-portfolio-for-rs-10-530-cr-11660105423813.html https://timesofindia.indiatimes.com/business/india-business/jsw-acquires-mytrahs-green-power-for-11k-crore/articleshow/93489083.cms https://www.thehindu.com/business/jsw-neo-energy-to-acquire-1753-mw-renewable-energy-capacity-from-mytrah-energy/article65754772.ece https://www.financialexpress.com/industry/jsw-energy-acquires-mytrah-energys-renewable-portfolio-for-10530-crore/2624597/

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