360 ONE Prime Limited to Raise up to Rs. 1,000 Crores via Public Issue of Secured, Rated, Listed, Redeemable, Non-Convertible Debentures

Tranche I Issue opens on Thursday, January 11, 2024, and closes on Wednesday, January 24, 2024 with an option of Early Closure

• Public Issue of secured, rated, listed, redeemable, non-convertible debentures (NCDs) of face value of ₹ 1,000 each
• The Tranche I Issue of NCDs is for a Base Issue Size of ₹ 200 crores with a green shoe option of up to ₹ 800 crores aggregating up to ₹ 1,000 crores, (“Tranche I Issue”) which is within the shelf limit of ₹ 1,500 crores (“Shelf Limit”).
• NCDs rated as CRISIL AA/Stable by CRISIL Ratings Limited and [ICRA]AA (Stable) by ICRA Limited
• Coupon Rate up to 9.66% p.a.*
• NCDs are proposed to be listed on BSE Limited
• Allotment by First Come First Served Basis**

* On Series VIII having tenor of 60 months with Annual Interest Payment option. For further details please refer to chapter titled ‘Issue Structure' on page 126 of the Tranche I Prospectus dated December 28, 2023 (“Tranche I Prospectus”).

** Basis of Allotment: As per the SEBI Master Circular, in consultation with BSE Limited, the Designated Stock Exchange, the allotment in this Tranche I Issue is required to be made on date priority basis, i.e., first come first served basis, based on the date of upload of each application into the electronic book of the Stock Exchange, in each portion subject to the Allocation Ratio indicated in the Tranche I Prospectus. However, from the date of oversubscription and thereafter, the allotments will be made to the applicants on proportionate basis. The date of oversubscription for each category will be determined as per the bucket size based on the allocation ratio stated in Tranche I Prospectus not taking into account any spill overs due to undersubscription in other categories. Please refer “Basis of Allotment” on Page 186 of Tranche I Prospectus for more information.

Mumbai, January 08, 2024: 360 ONE Prime Limited (formerly known as IIFL Wealth Prime Limited), a wholly-owned subsidiary of 360 ONE WAM Limited (formerly known as IIFL Wealth Management Limited), operating as a lending vehicle of the 360 ONE group, has announced the launch of its maiden public issue of secured, rated, listed, redeemable, non-convertible debentures (“NCDs”). 360 ONE Prime will issue Tranche I of secured, rated, listed, redeemable, NCDs, with Base Issue Size of ₹ 200 crores, with an option to retain over-subscription of up to ₹ 800 crores aggregating to ₹ 1,000 crores, which is within the Shelf Limit of ₹ 1,500 Crores. The company shall maintain a minimum-security cover of at least 1.05 times (1.05x) of the outstanding principal amounts of the NCDs and all interest due and payable thereon at all times until the Maturity Date.

The company proposes to raise funds for the purpose of onward lending, financing / refinancing the existing indebtedness of the Company, and/or debt servicing (payment of interest and/or repayment / prepayment of interest and principal of existing borrowings of the Company) and General Corporate Purposes.

The NCDs issued through the Tranche I Prospectus dated December 28, 2023 read with Shelf Prospectus dated December 28, 2023 offer a coupon of up to 9.66% per annum (under Series VIII). The NCDs are available in tenors of 18 months, 24 months, 36 months and 60 months with monthly and annual interest payment options across eight series.

NCDs proposed to be issued under Tranche I Issue are rated CRISIL AA/Stable by CRISIL Ratings Limited and [ICRA]AA (Stable) by ICRA Limited, which indicates that the instruments are considered to have a high degree of safety for timely servicing of financial obligations and carry very low credit risk.

Commenting on the NCD issue, Karan Bhagat, Founder, MD & CEO, 360 ONE said, “We have an experienced management team. Our loan approval and administration procedures, collection and enforcement procedures are designed to minimize delinquencies and maximize recoveries. Further, our processes have been standardized with the objective of providing high levels of service quality while maintaining process. The solutions offered by our Company are customized as per the clients' requirements and credit profile.”

Himanshu Jain, CEO and Whole-time Director, 360 ONE Prime Limited said, “Our Company has a synergistic partnership with the 360 ONE Group, which ensures that clients receive best-of-the-class financial solutions. We have also benefitted by adopting good practices of 360 ONE group, which has helped in enhancing our Company’s risk underwriting abilities, which is reflected in our healthy asset quality over the years. We have an integrated technology platform for providing operational and decision-making support through the complete loan lifecycle. Our Company has credit ratings from agencies including CRISIL, CARE and ICRA. We believe our credit rating allows us to borrow funds at competitive rates from diverse sources.”

The lead managers to the issue are JM Financial Limited, A. K. Capital Services Limited and IIFL Securities Limited^#. The NCDs are proposed to be listed on BSE Limited. BSE Limited has been appointed as the Designated Stock Exchange.

# IIFL Securities Limited is deemed to be an associate of the Issuer as per the Securities and Exchange Board of India (Merchant Bankers) Regulations, 1992, as amended (Merchant Bankers Regulations). Further, in compliance with the provisions of Regulation 21A and explanation to Regulation 21A of the Merchant Bankers Regulations, IIFL Securities Limited would be involved only in marketing of the Issue and as per Regulation 25 (3) of SEBI NCS Regulations shall not issue a due diligence certificate.

The NCDs would be issued at face value of ₹1,000 each, aggregating up to ₹1,000 crore. The public issue opens on Thursday, 11^th January, 2024 and closes on Wednesday, 24^th January, 2024, with an option of early closure or extension in compliance with Securities and Exchange Board of India Issue and listing of (Non-Convertible Securities) Regulations 2021, as amended (“SEBI NCS Regulations”). The allotment will be made on a first come first served basis.

Specific terms for NCD Holders of All Categories

* Company shall allocate and allot Series VI NCDs (36months –annual option) wherein the Applicants have not indicated the choice of the relevant NCD Series.

About 360 ONE Prime Limited:

360 ONE Prime Limited (formerly known as IIFL Wealth Prime Limited) is a wholly owned subsidiary of 360 ONE WAM Limited (formerly known as IIFL Wealth Management Limited) operating as a lending vehicle of the 360 ONE group. It is registered as a non-deposit taking non-banking financial company with the Reserve Bank of India under Section 45-IA of the Reserve Bank of India Act (“NBFC”) and classified as a middle layer NBFC. Its product suite primarily includes Loans against Securities (LAS), Loan-against-Property (LAP) and unsecured lending products. It provides customized lending solutions including financing against a combination of liquid and illiquid financial assets to meet all funding requirements of its clients in form of term loans and advances.

AUM of the Company has grown to ₹ 4,926.79 crore as of March 31, 2023 from ₹ 3,703.25 crore as of March 31, 2021. For fiscal 2023, the company reported profit after tax of ₹ 234.52 crore on a total revenue from Operations of Rs 673.66 crore. The total revenue and profit for the half year ended September 30, 2023 (unaudited) was ₹ 458.31 crore and ₹ 172.92 crore, respectively.

Disclaimers:

360 ONE Prime Limited (formerly known as IIFL Wealth Prime Limited) (“Company”), subject to market conditions, and other considerations, is proposing a public issue of secured redeemable non-convertible debentures and had filed a Shelf Prospectus dated December 28, 2023 (“Shelf Prospectus”) and has filed the Tranche I Prospectus dated December 28, 2023  (“Tranche I Prospectus”) (collectively the “Prospectus”) with the Registrar of Companies, Maharashtra at Mumbai, BSE Limited (“BSE”), and Securities and Exchange Board of India (“SEBI”). The Prospectus is available on the website of the Company at www.iiflwealthprime.com , on the website of BSE at www.bseindia.com, on the website of the lead managers at www.jmfl.com, www.akgroup.co.in and www.iiflcap.com and on the website of SEBI at www.sebi.gov.in. Investors proposing to participate in the Issue should note that investment in the NCDs involves a high degree of risk and for details in relation to the same, refer to the Prospectus, including the sections titled “Risk Factors” on page 20 of Shelf Prospectus and “Material Developments” on page 60 of the Tranche I Prospectus. The Issuer and the Lead Managers accept no responsibility for statements made otherwise than in the Prospectus or in the advertisement or any other material issued by or at the instance of the Company and that anyone placing reliance on any other source of information would be doing so at their own risk.

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 Offer Document has been cleared or approved by BSE 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 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 BSE Limited to use their network and software of the Online system should not in any way be deemed or construed as compliance with various statutory requirements approved by BSE Limited; 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. It is also to be distinctly understood that the approval given by BSE Limited is only to use the software for participating in system of making application process.

DISCLAIMER STATEMENT OF CRISIL: CRISIL Ratings Limited (CRISIL Ratings) has taken due care and caution in preparing the Material based on the information provided by its client and / or obtained by CRISIL Ratings from sources which it considers reliable (Information). A rating by CRISIL Ratings reflects its current opinion on the likelihood of timely payment of the obligations under the rated instrument and does not constitute an audit of the rated entity by CRISIL Ratings. CRISIL Ratings does not guarantee the completeness or accuracy of the information on which the rating is based. A rating by CRISIL Ratings is not a recommendation to buy, sell, or hold the rated instrument; it does not comment on the market price or suitability for a particular investor. The Rating is not a recommendation to invest / disinvest in any entity covered in the Material and no part of the Material should be construed as an expert advice or Investment advice or any form of investment banking within the meaning of any law or regulation.

CRISIL Ratings especially states that it has no liability whatsoever to the subscribers / users / transmitters/ distributors of the Material. Without limiting the generality of the foregoing, nothing in the Material is to be construed as CRISIL Ratings providing or intending to provide any services in jurisdictions where CRISIL Ratings does not have the necessary permission and/or registration to carry out its business activities in this regard. 360 ONE Prime Limited (formerly known as IIFL Wealth Prime Limited) will be responsible for ensuring compliances and consequences of non-compliances for use of the Material or part thereof outside India. Current rating status and CRISIL Ratings' rating criteria are available without charge to the public on the website, www.crisilratings.com. For the latest rating information on any instrument of any company rated by CRISIL Ratings, please contact Customer Service Helpdesk at 1800-267-1301.

DISCLAIMER STATEMENT OF ICRA: ICRA Ratings should not be treated as recommendation to buy, sell or hold the rated debt instruments. ICRA are subject to a process of surveillance, which may lead to revision in ratings. an ICRA is a symbolic indicator of ICRA’s current opinion on the relative capability of the issuer concerned to timely service debts and obligations, with reference to the instrument rated. Please visit our website www.ICRA.in or contact any ICRA office for the latest information on ICRA outstanding. All information contained herein has been obtained by ICRA from sources believed by it to be accurate and reliable, including the rated issuer. ICRA however has not conducted any audit of the rated issuer or of the information provided by it. While reasonable care has been taken to ensure that the information herein is true, such information is provided ‘as is’ without any warranty of any kind, and ICRA in particular, makes no representation or warranty, express or implied, as to the accuracy, timeliness or completeness of any such information. Also, ICRA or any of its group companies may have provided services other than rating to the issuer rated. all information contained herein must be construed solely as statements of opinion, and ICRA shall not be liable for any losses incurred by users from any use of this publication or its contents.