STI India Members To Allot Optionally Convertible Debentures

STI India Ltd has informed that an Extra-Ordinary General Meeting (EGM) of the members of the Company will be held on January 18, 2007, inter alia, to transact the following:

1. To offer, issue and allot the Optionally Convertible Debentures (Debentures or OCD) exercisable in tranches, and resultant equity shares to Eight Capital and Associates (Private Investors which expression shall always be deemed to include their nominees) for a total value up to Rs 136.75 Crores on preferential basis with an option to the holder of each such debentures to apply for and be allotted fully paid-up equity share of Rs 10/- each of the Company at the following pre-determined strike price or at the price calculated as per the prescribed guidelines issued by SEBI in this regard, whichever is higher on the relevant date, in one or more tranches as follows, subject to necessary provisions and approvals:

a. Up to 2,37,50,000 Rupee Denominated Optionally Convertible Debentures (OCD Series 1) of Rs 50/- each for an aggregate amount of Rs 118.75 Crores for a tenure of 18 months, at a coupon rate of 12% p.a. compounded net of taxes and payable quarterly and each OCD Series 1 is optionally convertible into one fully paid-up Equity Share of the face value of Rs 10/- each (at an pre-determined strike price of Rs 50/- per share) and on such other terms and conditions as may be decided by the Board in its absolute discretion.

b. Up to 26,00,000 Rupee Denominated Optionally Convertible Debentures (OCD Series 2) of Rs 50/- each for an aggregate amount of Rs 13 Crores for a tenure of 6 months, at a coupon rate of 12% p.a. compounded of taxes and payable quarterly and each OCD series 2 is optionally convertible into one fully paid-up Equity Share of the face value of Rs 10/- each (at an pre-determined strike price of Rs 50/- per share) and on such other terms and conditions as may be decided by the Board in its absolute discretion.