Vedanta Oil and Gas linked to US$1 Billion Facility Agreement involving Promoter Group Entities

Vedanta Oil and Gas linked to US$1 Billion Facility Agreement involving Promoter Group Entities​

Vedanta Oil and Gas Limited, formerly known as Malco Energy Limited, is associated with a bridge facility agreement totaling US$1 billion. The agreement was entered into on July 15, 2026, involving several entities from the promoter group of Vedanta Oil and Gas Limited (VOGL).

The Facility Agreement features companies including Twin Star Holdings Ltd., Vedanta Resources Limited (VRL), Vedanta Holdings Mauritius II Limited, and Welter Trading Limited. These entities are designated as parties to the agreement and serve multiple roles within the transaction structure.

Structure and Purpose of the Facility​

The total commitment under the Facility Agreement amounts to US$1,000,000,000. The primary purposes for which the agreement was established include:

• Repayment of Financial Indebtedness of the VRL Group, including amounts outstanding in respect of Refinanced Existing Loans.
• Payment of any fees, costs and expenses incurred related to the transactions covered by the Finance Documents.
• General corporate purposes of the VRL Group.

A specific condition noted for the utilization of proceeds is that they may not be used to finance or refinance thermal coal infrastructure if it violates applicable law (including Anti-Bribery and Corruption Laws or Sanctions), nor can they be remitted to India in violation of the same.

Promoter Group Entities and Relationships​

The entities party to the Facility Agreement maintain the following relationships with VOGL:


The Facility Agreement was executed on July 15, 2026.

Covenants and Restrictions on VOGL​

While Vedanta Oil and Gas Limited is not a direct party to the Facility Agreement, certain covenants under the agreement are effective from the first Utilisation Date in relation to VOGL, particularly if VOGL becomes a Material Subsidiary of VRL.

The restriction or liability imposed upon VOGL is primarily structured through covenants rather than direct liabilities. The Borrower and Guarantors have stipulated restrictions that VOGL must adhere to unless permitted by the Facility Agreement or with consent from Lenders. These restrictions are categorized as follows:

Restrictions Effective from the First Utilisation Date:

• Security over assets of VOGL, over shares in VOGL, or securing indebtedness of the promoter, should VOGL become a Material Subsidiary of VRL (subject to carve-outs).
• Sale, transfer and disposal of non-ordinary course assets of VOGL if VOGL becomes a Material Subsidiary of VRL.
• Any investment by VOGL in or acquisition of material assets or business or shares that are not associated with mining, metals, coal and gas exploration/production, infrastructure, power or energy industries (subject to carve-outs).
• Any Merger of VOGL (subject to carve-outs).
• Within six months of VOGL becoming a Material Subsidiary of VRL, no encumbrance or restriction on distributions (subject to carve-outs).
• Sale or disposal of shares of any Material Subsidiary held by the Group if such sale would cause that subsidiary to cease being a Subsidiary of VRL (subject to carve-outs).

Other Restrictions Effective from the Date of the Facility Agreement:
* Entering into any material contract or arrangement with or for the benefit of any other person (including any disposal) other than in the ordinary course of business and on arm's length terms.

The Facility Agreement does not classify as a related party transaction under the Listing Obligations framework, and VOGL has no shareholding in the entities party to the agreement.

VOGL Stock Price Movement​

Shares of Vedanta Oil and Gas Limited slipped on Friday, shedding 2.25% to settle at ₹35.66 after trading in the energy sector. The stock traded within a tight range between the day's low of ₹34.74 and high of ₹36.84, with over 44.8 million shares changing hands during the session.