IndInfravit Trust and Sadbhav Infrastructure Project Limited (SIPL) enter into definitive agreements for the acquisition of the entire equity holding of SIPL in nine of its operational road projects1

IndInfravit Trust (“IndInfravit”) and Sadbhav Infrastructure Project Limited (“SIPL”) today executed
definitive agreements whereby IndInfravit has agreed to purchase the entire equity shareholding
of SIPL in nine of SIPL’s operational road projects1
 (“Roads Portfolio”) from SIPL. The transaction
values 100% of the Roads Portfolio at an enterprise value of approximately INR 66,100 million
Upon completion of the transaction, pursuant to the definitive agreements, SIPL will receive the
consideration from IndInfravit in cash as well as allotment of units of IndInfravit; post completion,
SIPL will hold not exceeding 10% unitholding in IndInfravit.
The transaction is subject to certain regulatory and other customary conditions precedent
common in transactions of this nature, including the approval of the relevant regulatory authorities
and lenders as well as unitholders of IndInfravit and shareholders of SIPL.
The Roads Portfolio comprises seven toll roads and two annuity roads, with total 2,619 lane kms
in Gujarat, Karnataka, Maharashtra, Rajasthan and Telangana, some of India’s most
economically vibrant states. The roads forming part of the Roads Portfolio have been operational,
on an average, for approximately six years, and are used by diverse groups of road users and
commercial traffic. The states in which these roads are present contribute c.39% to the GDP and
c.28% to the population of India.
IndInfravit, sponsored by L&T Infrastructure Development Projects Limited (“L&T IDPL”), currently
holds a portfolio of five operational toll road concessions. In addition to L&T IDPL, the other
unitholders include Allianz insurance companies represented by Allianz Capital Partners, Canada
Pension Plan Investment Board (“CPPIB”) and OMERS Infrastructure.
This transaction is in line with IndInfravit’s strategy to acquire additional road projects in India,
and significantly expands IndInfravit’s current portfolio.
SIPL is a leading Indian road developer, majority of which is owned by Sadbhav Engineering
Limited (“SEL”). Both SIPL and SEL are entities listed on the stock exchanges in India. Post the
completion of this transaction, SIPL will continue to own three operational road project companies
and 12 under-construction road projects under the Hybrid Annuity Model. SIPL will continue to
focus on its core expertise of development of new roads and utilise the sale proceeds from this
transaction to recycle capital in to bidding for new road projects, inject equity in current under-
construction projects and prepay debt.
 Stake in one project is currently held by SEL, parent of SIPL
 Subject to certain adjustments in accordance with the terms and conditions of the relevant definitive
agreements and compliance with requirements of applicable law

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