Dev Accelerator executes trust deed for ₹100 crore NCDs at 11.75%
Dev Accelerator Limited has secured ₹100 crore through Non-Convertible Debentures (NCDs) carrying an 11.75% coupon rate, maturing in August 2029. The debt is backed by personal guarantees from promoters Parth Shah, Rushit Shah, and Umesh Uttamchandani, who have encumbered 1,85,96,640 shares (19.65% of total capital). Proceeds will fund refinancing and expansion projects in Bangalore and Pune, with strict covenants limiting promoter shareholding reduction below 19% and restricting corporate restructuring without trustee consent.
*this image is generated using AI for illustrative purposes only.
Dev Accelerator Limited has executed a debenture trust deed with Catalyst Trusteeship Limited for the issuance of up to ₹100 crore in Non-Convertible Debentures (NCDs), secured by personal guarantees from its promoters. The transaction, disclosed on August 4, 2026, involves an encumbrance over 19.65% of the company’s total issued share capital, locking in promoter liquidity and executive continuity until the debt matures on August 4, 2029. This structural arrangement ensures debt security while imposing strict covenants on corporate restructuring and promoter shareholding levels.
The issuance comprises 1,00,000 senior, listed, secured, rated, redeemable, non-cumulative, taxable, transferable, non-convertible debentures with a face value of ₹10,000 each. The debentures carry a coupon rate of 11.75% per annum and hold a credit rating of Acuite BBB Stable. Catalyst Trusteeship Limited acts as the Debenture Trustee for the benefit of the debenture holders. The disclosure was filed under Regulations 30 and 30A of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, read with Clause 5A, Para A, Part A, Schedule III of the SEBI Listing Regulations.
Promoter Guarantees and Encumbrance Details
Promoters Parth Shah, Rushit Shah, and Umesh Uttamchandani executed a Deed of Personal Guarantee dated July 31, 2026, in favor of the Debenture Trustee. This deed creates an encumbrance over their equity holdings, classified as "Others" due to specific non-disposal undertakings rather than a traditional pledge. The guarantors have encumbered a total of 1,85,96,640 shares, representing 56.01% of the total promoter shareholding.
Key restrictions imposed on the guarantors include:
- Minimum Holding Requirement: The collective shareholding of the three promoters must not fall below 19% of the total issued and paid-up share capital (on a fully diluted basis) prior to the Final Redemption Date.
- Executive Continuity: The guarantors must continue to hold executive positions and directorships in the company until redemption.
- Restructuring Consent: Dev Accelerator cannot undertake amalgamation, demerger, merger, consolidation, or any similar corporate reconstruction without the prior written consent of the Debenture Trustee.
| Promoter Name | Shares Encumbered | % of Total Capital | Role |
|---|---|---|---|
| Parth Shah | 61,98,880 | 6.55% | Chairman and Whole Time Director |
| Rushit Shah | 61,98,880 | 6.55% | Whole Time Director |
| Umesh Uttamchandani | 61,98,880 | 6.55% | Managing Director |
Utilization of Proceeds
The company stated that the proceeds from the NCD issuance will be utilized for specific strategic purposes. Up to ₹55 crore is allocated for refinancing existing indebtedness. An additional amount of up to ₹25 crore will fund capital expenditure and security deposit requirements for the Bangalore Prestige project (approximately 100,000 sq. ft.) and the Pune ANP project (approximately 200,000 sq. ft.). The balance proceeds will be used for general working capital requirements.
What the Numbers Show
The use of a non-disposal undertaking instead of a direct pledge indicates a strategy to maintain promoter ownership stability while providing security to lenders. By locking in a minimum 19% collective holding, the company aligns promoter interests with long-term debt servicing obligations. However, this also limits the promoters' ability to monetize their stakes or adjust their holdings in response to market conditions until the NCDs mature in 2029. The significant allocation toward refinancing suggests a focus on optimizing the capital structure, while the project-specific expenditures point to continued operational expansion in key tech hubs.
Historical Stock Returns for Dev Accelerator
| 1 Day | 5 Days | 1 Month | 6 Months | 1 Year | 5 Years |
|---|---|---|---|---|---|
| -1.11% | -0.61% | -2.58% | -10.35% | -46.99% | -46.99% |
How might the 11.75% coupon rate impact Dev Accelerator's net profit margins and cash flow stability over the three-year tenure of the NCDs?
What are the specific timelines and expected ROI for the Bangalore Prestige and Pune ANP projects funded by this issuance, and how do they compare to the cost of capital?
Could the restriction on corporate restructuring limit Dev Accelerator's ability to pursue strategic mergers or acquisitions that could accelerate growth before 2029?
17
Access Market Heat-map & Insights 
Create, Save & Share your Screener 
Use 200+ Screening Filters 
