Cohance Lifesciences Limited (TC) has disclosed details regarding the encumbrance of promoter shareholding. A significant facility agreement has led to covenants and pledges on shares held by Jusmiral Holdings Limited and Berhyanda Limited, the promoters. These actions are part of securing term loan facilities aggregating USD 285,000,000. The encumbrances involve restrictions on disposal and creation of security on their respective shareholdings.
Promoter Shareholding Encumbrance
Cohance Lifesciences Limited (TC) has provided details regarding the encumbrance of its promoter’s shares. The primary promoters identified are Jusmiral Holdings Limited and Berhyanda Limited. These encumbrances stem from a facility agreement executed on June 11, 2026, and related pledge agreements, which have become effective on June 16, 2026.
Facility Agreement and Loan Details
A comprehensive facility agreement was established involving multiple lenders, CSCGlobal Capital Markets (Singapore) Pte. Ltd. as the agent, and Catalyst Trusteeship Limited as the onshore security agent. This agreement is for availing term loan facilities aggregating to USD 285,000,000. Commitments for these facilities are allocated as USD 233,500,000 to Berhyanda Limited and USD 51,500,000 to Jusmiral Holdings Limited. The encumbrances detailed are to secure this aggregate facility amount.
Encumbrances by Jusmiral Holdings Limited
Jusmiral Holdings Limited, a promoter of the TC, has entered into covenants under the Facility Agreement and the TC Share Pledge. These actions impose restrictions and requirements that constitute an encumbrance on its shareholding in the TC. Specifically, the company has agreed not to dispose of its shares or create any security on its shareholding, except as permitted by the agreement. Furthermore, Jusmiral Holdings Limited has created a first-ranking exclusive pledge over 80,434,990 equity shares of the TC, representing 21.02% of the total share capital, in favour of the Onshore Security Agent.
Jusmiral Midco Limited, the holding company of Jusmiral Holdings Limited, has also agreed to certain covenants and created a pledge on its entire shareholding in Jusmiral Holdings Limited. This includes restrictions on disposing of its shares and creating any security, subject to the terms of the Facility Agreement and the Jusmiral Share Pledge.
Encumbrances by Berhyanda Limited
Similarly, Berhyanda Limited, also a promoter of the TC, has undertaken covenants under the Facility Agreement and the TC Share Pledge, resulting in encumbrances on its shareholding. These include restrictions on disposal and creation of security. Berhyanda Limited has pledged 127,539,592 equity shares of the TC, representing 33.34% of the total share capital, to the Onshore Security Agent.
Berhyanda Midco Limited, the holding company of Berhyanda Limited, has also agreed to covenants and created a pledge on its entire shareholding in Berhyanda Limited. These measures are in place to secure the loan facilities, with restrictions on share disposal and the creation of security, as per the Facility Agreement and the Berhyanda Share Pledge.
Shareholding and Encumbrance Details
As of the reporting date, Jusmiral Holdings Limited holds 92,390,578 shares, representing 24.15% of the total share capital. Berhyanda Limited holds 127,539,592 shares, representing 33.34% of the total share capital. The total promoter shareholding combined is 219,930,170 equity shares, constituting 57.49% of the paid-up share capital.
The encumbered shares for Jusmiral Holdings Limited amount to 80,434,990 equity shares (21.02% of total share capital). For Berhyanda Limited, the encumbered shares are 127,539,592 equity shares (33.34% of total share capital).
Summary of Encumbrance Events
The disclosures detail multiple encumbrance events, primarily classified as pledges and covenants. These events, dated June 16, 2026 and June 17, 2026, involve significant portions of the promoter holdings, aligning with the terms of the facility agreement and associated pledge documents.
Encumbrance Breakdown:
- Encumbrance 1 (Jusmiral Holdings Limited): Covenants effective June 16, 2026, restricting disposal and security creation.
- Encumbrance 2 (Jusmiral Holdings Limited): Pledge of 80,434,990 equity shares effective June 17, 2026.
- Encumbrance 3 (Jusmiral Midco Limited): Covenants effective June 16, 2026, on its shareholding in Jusmiral Holdings Limited.
- Encumbrance 4 (Jusmiral Midco Limited): Pledge on entire shareholding in Jusmiral Holdings Limited effective June 16, 2026.
- Encumbrance 5 (Berhyanda Limited): Covenants effective June 16, 2026, restricting disposal and security creation on its shareholding in the TC.
- Encumbrance 6 (Berhyanda Limited): Pledge of 127,539,592 equity shares effective June 17, 2026.
- Encumbrance 7 (Berhyanda Midco Limited): Covenants effective June 16, 2026, on its shareholding in Berhyanda Limited.
- Encumbrance 8 (Berhyanda Midco Limited): Pledge on entire shareholding in Berhyanda Limited effective June 16, 2026.
The document also confirms that the disclosures under Regulation 31 of SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011 have been made. The value of shares encumbered for Jusmiral Holdings Limited was approximately INR 39,855,447,537.640, and for Berhyanda Limited, approximately INR 55,018,029,196.960.
Source: BSE
