Persistent Systems allots Rs 7,000 crore NCDs at 8.95% coupon

Persistent Systems Limited allotted Rs 7,000 crore of 8.95% non-convertible debentures on 4 November 2026, split into six tranches maturing between 4 November 2028 and 4 November 2031. The private placement comprises 700,000 Indian rupee-denominated, senior, rated, listed and redeemable debentures with a face value of Rs 1 lakh each.

How much debt did Persistent Systems allot?

Persistent Systems allotted six series of non-convertible debentures, or NCDs, with an aggregate face value of Rs 7,000 crore. The Special Committee of its board approved the allotment at its 4 November 2026 meeting, which began at 14:24 Indian Standard Time and concluded at 14:44 Indian Standard Time.

Each NCD has a face value of Rs 1 lakh and carries an annual coupon of 8.95%. The securities were issued on a private-placement basis, and the filing identifies the National Stock Exchange of India Limited as the listing exchange for each of the six series.

The two largest individual tranches are Series 1 and Series 2, each worth Rs 1,500 crore. Series 3 and Series 4 are each Rs 1,250 crore, while Series 5 and Series 6 are smaller at Rs 725 crore and Rs 775 crore, respectively. The four largest tranches therefore total Rs 5,500 crore of the Rs 7,000 crore issue.

When will Persistent Systems repay the NCD principal?

Persistent Systems is scheduled to repay principal in four annual maturity buckets, starting with Rs 1,500 crore on 4 November 2028 and ending with Rs 2,025 crore on 4 November 2031. Each series may instead be redeemed earlier if an early-redemption event occurs under the definitive documents.

The schedule spreads principal across four dates rather than one maturity year. The 2028 and 2029 maturity buckets are each Rs 1,500 crore, while the 2030 total increases to Rs 1,975 crore from Series 3 and Series 5. The largest stated repayment is Rs 2,025 crore in 2031, comprising Series 4 and Series 6.

Coupon payments are annual across all six series. Series 1 has a coupon payment on 4 November 2027, followed by coupon and principal on 4 November 2028; Series 2 has coupon dates in 2027 and 2028 before the final coupon and principal in 2029. The four-year and five-year series have annual coupon dates until their respective maturity dates.

Which Persistent Systems NCDs have the disclosed security package?

Persistent Systems disclosed contractual security arrangements for Rs 4,500 crore of the NCDs, while Rs 2,500 crore across Series 3 and Series 4 is unsecured. The tranches with the disclosed security package are Series 1, Series 2, Series 5 and Series 6; the unsecured Series 3 and Series 4 mature in 2030 and 2031, respectively.

For the four tranches with the disclosed package, the arrangements include a first-ranking exclusive fixed charge over the designated proceeds account and assets credited to or arising from it, excluding proceeds from Series 3 and Series 4. They also include pledges associated with Galaxy Germany Holding SE, described as Bidco, Nagarro SE, described as Target, and relevant intercompany receivables before and after a merger of Bidco and Target.

The package also covers investments made from debenture proceeds in AAA-rated debt securities, liquid funds or similar permitted investments. However, the filing says Series 1, Series 2, Series 5 and Series 6 are not “secured debt securities” under the cited Securities and Exchange Board of India regulations or “secured debentures” under the cited Companies Act provisions, and Persistent Systems is not required to maintain minimum 100% security cover for them.

What happens if Persistent Systems delays payment or listing?

Persistent Systems must pay interest at 2% per annum above the 8.95% coupon on an unpaid amount if an obligor fails to pay an amount due under a debenture document. This additional interest applies from the due date until actual payment under terms disclosed for all six series.

For an event of default other than non-payment, the filing provides for interest at 1% per annum above the coupon on outstanding debt until the default ceases or is cured to the satisfaction of the debenture trustee. A separate 1% per annum additional interest provision applies if listing is delayed beyond three trading days from closure of the issue, calculated from the deemed allotment date until actual listing.

Persistent Systems also disclosed that failure to execute the debenture trust deed within the period specified by the Securities and Exchange Board of India would require additional interest of at least 2% per annum above the coupon, or another rate specified by the regulator. The company reported no applicable letters or comments concerning payment or non-payment of interest or principal, and no cancellation or termination of the issuance proposal.

How do the six NCD series differ?

Persistent Systems set the same 8.95% annual coupon and Rs 1 lakh face value for every series, but the tenors range from two to five years. Series 1 is the only two-year tranche at Rs 1,500 crore, while Series 2 is a three-year tranche of the same amount.

The four-year maturities total Rs 1,975 crore, consisting of Rs 1,250 crore for unsecured Series 3 and Rs 725 crore for Series 5 with the disclosed contractual security package. The five-year maturities total Rs 2,025 crore, split between unsecured Series 4 at Rs 1,250 crore and Series 6 at Rs 775 crore with the disclosed package.

All series are redeemable on their stated maturity dates unless an early-redemption event specified in the definitive documents occurs. The filing says none of the six series has special rights, interests or privileges beyond those ordinarily applicable to similar listed NCDs issued in the normal course of business.

Conclusion

Persistent Systems has completed the Special Committee-approved allotment of Rs 7,000 crore in six privately placed NCD series at a common 8.95% annual coupon. The stated repayment profile runs from 2028 to 2031, with Rs 4,500 crore in tranches carrying the disclosed contractual security package and Rs 2,500 crore in unsecured Series 3 and Series 4.

The next scheduled cash-flow date disclosed is 4 November 2027, when annual coupon payments begin, followed by the first Rs 1,500 crore principal maturity on 4 November 2028. Investors can watch for any early-redemption event under the definitive documents, completion of listing within the stated timeline and execution of the debenture trust deed within the applicable Securities and Exchange Board of India period.