CAPITALIZATION
The following paragraphs are added to the disclosure under the heading “Capitalization” on page
S-29:
“On October 1, 2018, we entered into a term loan facility agreement with Yes Bank
Limited for one of our projects under construction (Rajasthan 5) for an aggregate principal amount of INR 6,000.0 million (approximately US$88 million). The final maturity date of the loan is June 30, 2038 and is secured by movable and immovable
assets of the project. The loan can be refinanced without any prepayment penalties subject to issuance of a bond. Cash distribution from the project can be made after meeting certain conditions, including complying with applicable covenants, project
expenses and debt service requirements.
On October 4, 2018, we entered into a short-term loan facility agreement with a new lender
L&T Finance Limited for two of our projects under construction (Karnataka 4.1 and 4.2) for an aggregate principal amount of INR 4,000.0 million (approximately US$58 million). The term of this loan is two years from the initial drawdown date, can
be prepaid without any penalty and can be refinanced with a long-term facility. The facility is secured by movable and immovable assets of the projects. Cash distribution from the projects can be made after meeting certain conditions, including
complying with project expenses and interest service requirements.
The table below summarizes the terms of the project-level financing
arrangements described above and we expect to make initial drawdowns on these facilities before the end of 2018.
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Name of Project
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Outstanding Principal
Amount
(In thousands)
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Type of Interest
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Currency
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Maturity Date
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INR
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US$
(1)
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(in millions)
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Rajasthan 5
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6,000
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88
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Floating
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INR
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2038
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(2)
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Karnataka 4.1 and 4.2
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4,000
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58
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Floating
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INR
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2020
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(1)
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Translation of INR to US$ is for the convenience of the reader and was calculated using a rate of US$ 1.00 =
INR 68.46, which is the noon buying rate in New York City for cable transfer in
non-U.S.
currencies as certified for customs purposes by the Federal Reserve Bank of New York on June 29, 2018.
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(2)
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This loan is subject to a quarterly repayment amortization schedule.”
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UNDERWRITING
The first and second
paragraphs under the heading
“Lock-up
Agreements” on page
S-40
is replaced with the following:
“We, certain of our directors and executive officers and certain shareholders have agreed that, for a period of 90 days after the date of
this prospectus supplement, subject to certain limited exceptions, we, without the prior written consent of Credit Suisse Securities (USA) LLC, Barclays Capital Inc. and HSBC Securities (USA) Inc. and they, without the prior written consent of
Credit Suisse Securities (USA) LLC, will not directly or indirectly, (1) offer for sale, sell, pledge, or otherwise dispose of (or enter into any transaction or device that is designed to, or could be expected to, result in the disposition by
any person at any time in the future) any equity shares (including, without limitation, equity shares that may be deemed to be beneficially owned by us or them in accordance with the rules and regulations of the SEC and equity shares that may be
issued upon exercise of any options or warrants) or securities convertible into or exercisable or exchangeable for equity shares (other than the stock and shares issued pursuant to employee benefit plans, qualified stock option plans, or other
employee compensation plans existing on the date of this prospectus supplement, or sell or grant options, rights or warrants with respect to any equity shares or securities convertible into or exchangeable for equity, (2) enter into any swap or
other derivatives transaction that transfers to another, in whole or in part, any of the economic benefits or risks of ownership of equity shares, whether any such transaction described in clause (1) or (2) above is to be settled by delivery of
equity shares or other securities, in cash or otherwise, (3) make any demand for or exercise any right or file or cause to be filed a registration statement, including any amendments thereto, with respect to the registration of any equity
shares or securities convertible, exercisable or exchangeable into equity shares or any of our other securities, or (4) publicly disclose the intention to do any of the foregoing.
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