JSA advised Bsafal Group on its joint venture with Phoenix Mills Limited for development of premium greenfield retail project in Gujarat

  • Deal
  • January 11, 2023

Graceworks Realty & Leisure Private Limited (“GRLPL”), which is a Phoenix Mills Limited (“PML”) PML-GIC, Singapore Joint Venture entity and which owns 80% equity shareholding in Thoth Mall And Commercial Real Estate Private Limited (“Thoth”) and the balance 20% equity shareholding is held by Safal Constructions (India) Private Limited, the flagship development arm of the Ahmedabad-based Bsafal Group (“Bsafal”), have come together to invest in a greenfield retail development project – a premium retail destination with gross leasable area of approximately 1.0 million square feet comprising of, inter alia, shops, multiplex, restaurants and entertainment zone on a prime city-centric land parcel admeasuring approximately 7.22 acres, in Gujarat’s Surat. The Joint Venture Company Thoth has acquired land parcel funded by GRLPL and Bsafal in proportion of their respective shareholdings, as part of their overall equity commitment of Rs. 650 crores in Thoth. The balance equity commitment will be brought in by GRLPL and Bsafal in their respective shareholdings in multiple tranches as required.

JSA acted for Bsafal in negotiating and execution of the Joint Venture Agreement, as also for negotiating and the execution of several ancillary agreements including the (i) Project Advisory and Management Agreement, where Bsafal is to oversee the construction of the Mall, (ii) Project Management Agreement, where one Market City Resources Private Limited, a subsidiary of the Phoenix Mills Limited, is to undertake the overall management of the Mall, and other agreements being the Securities Purchase Agreement and OCD Subscription Agreement. The overall project cost is likely to exceed Rs. 1350 crores.

Incidentally, this mall is the second retail development project of Phoenix Mills Limited in Gujarat, the first being Phoenix Palladium, at Ahmedabad (which is expected to commence operations in February 2023), for which too, they have partnered with Bsafal. JSA had also acted for Bsafal for their first retail development project.

Our Transaction Team Comprised Lead Partner – Bijal H Chhatrapati