Talwar Thakore & Associates (TT&A) advised on two landmark listed non-convertible debenture (NCD) issuances by companies within the Jubilant Bhartia Group:
- Jubilant Bevco Limited: TT&A acted for Morgan Stanley India Company Private Limited and Standard Chartered Bank as arrangers on a ₹3,000 crore NCD issue.
- Jubilant Beverages Limited: TT&A represented Morgan Stanley India Company Private Limited as arranger on a ₹2,650 crore NCD issue.
TT&A’s scope covered:
- Due Diligence: Detailed review of issuer financials, security documents, and compliance records.
- Transactional Documentation: Drafting and negotiating the debenture trust deeds, subscription agreements, and listing documentation.
- Structuring Advice: Designing the NCD framework, including tenors, coupon structures, and security packages.
- Regulatory Approvals: Coordinating filings with SEBI, stock exchanges (BSE/NSE), and trustees to secure issuance and listing sanctions.
Read more: TT&A Advises Lead Managers on Capri Global Capital’s ₹2,000 Crore QIP
The core TT&A deal team comprised:
- Partner: Rahul Gulati
- Managing Associate: Sahil Kataria
- Senior Associates: Aakash Puttige, Mihir Deshmukh
- Associate: Shrijaya Singh
Deal Overview
| Feature | Details |
|---|---|
| Arrangers | Morgan Stanley India Co. Pvt. Ltd.; Standard Chartered Bank |
| Issuers | Jubilant Bevco Ltd (₹3,000 crore); Jubilant Beverages Ltd (₹2,650 crore) |
| Transaction Type | Listed Non-Convertible Debentures |
| Sector | Beverage Manufacturing & Distribution |
| Deal Value | ₹5,650 crore aggregate |
| Tenors | Multiple tranches (3–10 years) |
| Status | Completed; fully subscribed |
| Regulatory Approvals | SEBI; BSE; NSE; Debenture Trustees |
Strategic Significance
Proceeds from these NCD issuances will partly finance the Jubilant Bhartia Group’s acquisition of a 40% stake in Hindustan Coca-Cola Holdings Pvt. Ltd., the parent of India’s largest Coca‑Cola bottler. This financing demonstrates the group’s strong credit profile, enabling large-scale leverage in the bond market. It also underscores investor confidence in high-grade corporate debt backed by marquee arrangers.
Why It Matters
For legal and finance professionals, this dual issuance illustrates key trends in India’s bond markets: appetite for large-ticket NCDs, innovative structuring across tenors, and the critical role of legal counsel in managing regulatory clearances and security frameworks. The transactions also highlight how corporates are leveraging debt markets to fund strategic inorganic growth, reflecting matured capital markets that support complex, high-value financings.
Read more: S&R Associates Advises Oswal Pumps on ₹1,387 Crore IPO
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Disclaimer
This article is for informational purposes only and does not constitute legal or financial advice. Readers should consult professionals before making decisions.
