Inox Wind Ltd

Purpose

• Approve material related party transaction.

Resolution details

• Type: Ordinary resolution; approval of material related party transaction.
• Promoters/Promoter Group interested: Yes.
• Votes polled: 25,477,150 shares; remote e-voting: 62 members.
• EGM voting: 1 member; 4 shares.
• Total votes polled: 25,477,150 shares; 5.99% of present and voted.
• Total shares: 25,477,150; 1.47% of total shares.
• Result: Resolution passed.

Outcome

• Status: Approved; no adverse impact on control.
• Shareholder voting: 5.99% of present and voted; 1.47% of total shares.

Impact on ownership/governance

• No material changes to promoter holding or control disclosed.
• No changes in directors or KMPs announced.

Governance / disclosures

• Scrutinizer report submitted; results uploaded on company site.

Special Resolution

• The resolution approves material related party transactions.

Financial Performance

• INOX Wind Q1 FY27: revenue INR872 cr, EBITDA INR237 cr, PBT INR95 cr, PAT INR64 cr.
• Cash profit for INOX Wind: INR153 cr in Q1 FY27.
• Order book stands at ~4.4 GW as of July 2026; equipment share ~59%.
• NLC India LOA for 200 MW received.
• MOU for 1.5 GW with INOX Clean; 500 MW firm orders so far.
• Prototype 4X turbine to be installed August; commercial launch by end FY26.
• Demerger of the power evacuation infrastructure business from INOX Green into INOX Renewable Solution has been completed as on August 1, 2026.
• INOX Green Q1 FY27 total income INR101 cr; EBITDA INR57 cr.
• O&M portfolio stood at 13.3 GW as of June 2026.
• Wind capacity installed in India 57.4 GW as of June 2026.
• NCLT Wind World India acquisition completion expected in Q2 FY27.
• RESCO listing: record date completed; timing to list soon; no forward guidance.
• ALMM indigenization: 80-90% components; aim 100% by year-end.
• H2 accounts for 70-75% of annual revenue; guidance remains 75% YoY growth.
• FY27 annual EBITDA guidance INR600 crores; not a quarterly target.
• Receivables to improve as pivot to equipment supply; days expected to decline in 3–4 quarters.

Operating Update

• Jaipur transformer factory to manufacture 4.9 MVA transformers; expand to 8-20 MVA, 100 MVA+.
• We own 4 cranes; more to come this financial year.
• High-value power electronics like inverters, unit substations, capacitor systems; USS commercially launched in FY27.
• 4 GW wind capacity commissioned in Q1 FY27.
• Wind World India O&M portfolio stands at ~4.5 GW; FY26 revenue ~INR 580 cr; 5% escalations.
• Total installed wind capacity in India 57.4 GW as of June 2026; 8-10 GW/year additions expected.

Guidance and Outlook

• Full-year revenue growth guidance: 75% YoY; consolidated EBITDA margin 20-22%.
• H2 typically accounts for 70-75% of annual revenue; guidance remains 75% YoY growth.
• FY27 EBITDA target INR600 crores annualized after consolidation; impact from Q3 FY27.
• ALMM indigenization: 80-90% components; aim 100% by year-end.
• RESCO listing timing to be guided near listing; record date completed.

Q&A Highlights

• Pivot to equipment supply causes near-term softness; expects H2 lift and full-year target.
• 4X model launch by August; commercial activity starting a month later.
• Receivables to improve as pivot to equipment; days to decline in 3–4 quarters.
• About 40% third-party orders turnkey; 1.5 GW MOU with INOX Clean; 200 MW LOA from NLC.

Risks and Watchpoints

• Execution risk from large backlog and consolidation timeline.
• Force majeure events could impact timelines; management cited external risks.
• Silent period limits forward guidance beyond public disclosures.
• EPC exposure and dependence on group entities; terms are intended to be arm's length.

Transaction details

• Target company: Inox Wind Ltd.
• Disclosing party: SMALLCAP World Fund, Inc.; promoter group status: N/A.
• Transaction type: Disposal of voting rights via net market sale.
• Pre-transaction holding: 67,543,542 shares, 5.1805%.
• Transaction details: Shares voting rights sold 14,026,367 (−2.0839%), via open market.
• Post-transaction holding: 53,517,175 shares, 3.0966%.
• Date of transaction: 10 August 2026.
• Equity share capital before: 1,303,793,984; after: 1,728,237,822.
• Diluted share capital after: 1,728,237,822.

Issue Overview

• Rights issue of equity shares; total size Rs 1,249.33 crore.
• Net proceeds not revised; no undersubscription noted.
• Main objectives: NCPRPS repayment, borrowings repayment, IRSL investment, general corporate purposes.

Utilisation of Proceeds

• Utilisation is as per offer document; proceeds fully utilized.
• No material deviations; Rs 0.02 crore reallocated to GCP.
• NCPRPS, borrowings, IRSL fully utilized; GCP utilised Rs 0.08 crore.
• Rs 0.02 crore adjusted to GCP expenses.

Governance and Compliance

• Audit Committee and Board reviewed MA; approvals considered obtained.
• No material events or disputes reported; no regulatory issues affecting objectives.
• Shareholder approvals not applicable; no deviation beyond documented items.

General Corporate Purpose

• GCP utilisation: Rs 0.08 crore for LC payment; Rs 0.02 crore reallocated to GCP.
• Board approval for allocation not separately disclosed; alignment with offer document and CA/CFO certificates.

Nil deviation in fund utilisation

• For quarter ended 30 June 2026, there is no deviation in utilisation of rights issue proceeds.
• Audit Committee reviewed and noted nil deviation in utilisation.

Meeting Details

• Date and time: 7 August 2026 at 17:00 IST.
• Type and mode: group conference call; virtual format.
• Event/organiser: Analyst/Investor conference call.
• Key company participants: roles not specified in filing.
• Purpose: earnings/results discussion with analysts and investors.
• Recording: audio recording of the conference call is available.

Business overview

• Group core businesses: wind turnkey solutions, renewable EPC, and O&M.
• ONE INTEGRATED strategy to unlock group synergies.
• Target 6 GW operational by FY27; 14 GW by FY29.
• Wind to contribute 20-30% of annual capacity additions.
• Inox Clean to become leading renewable IPP platform.
• Inox Green: listed renewables O&M leader with ~13.3 GWp.

Operational highlights

• Q1 FY27 revenue 872 cr; EBITDA 237 cr; margin 27.2%.
• PAT 64 cr; Cash PAT 153 cr.
• Order book ~4.4 GW as of July 2026; diversified customer mix.
• MOU for 1.5 GW with Inox Clean; 500 MW tranche upto Rs 3,500 cr.
• NLC India LOA for 200 MW turnkey order.
• NCLT Ahmedabad approval for Wind World India O&M portfolio (~4.5 GW); closing Q2 FY27.
• Demerger of power evacuation business completed Aug 1, 2026.

Financial performance

• FY26 revenue 4,569 cr; YoY growth 23%.
• FY26 EBITDA 1,232 cr; margin 25%.
• Q1 FY27 total income 872 cr; PAT 64 cr.
• Cash PAT FY26 1,032 cr; FY25 804 cr.
• Consolidated balance sheet: total assets 12,068 cr; total equity 7,692 cr.

Capital structure & liquidity

• Net cash balance sheet as on Mar-26; strong banking relationships.
• Long-term credit rating AA.

Strategic priorities & outlook

• FY27 growth path: revenue +75%; EBITDA margin 20-22%.
• Commercial launch of 4X MW WTG; blade capacity expansion.
• Ramp up transformer manufacturing; add power electronics; more cranes.
• Inox Green consolidation expected to lift EBITDA and margins.
• Long-term recurring orders via group partnerships and framework agreements.

Governance & corporate actions

• Demerger of wind evacuation business completed Aug 1, 2026; IRSL listing after approvals.
• Wind World India O&M acquisition closing expected in Q2 FY27.