IRB Infrastructure Trust, through its investment manager MMK Toll Road Private Limited, has executed a binding term sheet and a share purchase agreement for the transfer of 100% equity share capital of its subsidiary Project SPVs, Solapur Yedeshi Tollway Limited and CG Tollway Limited. The transaction is valued at an aggregate enterprise value of ₹4,605 crore, subject to adjustments. This move is expected to impact the Trust’s consolidated turnover and enterprise value.
IRB Infrastructure Trust Secures Key Asset Transaction
IRB Infrastructure Trust, acting through its investment manager MMK Toll Road Private Limited, has announced a significant development regarding its subsidiary Project SPVs. A binding term sheet has been executed, followed by a share purchase agreement on September 22, 2026, for the transfer of the entire 100% equity share capital of Solapur Yedeshi Tollway Limited (“SYTL”) and CG Tollway Limited (“CGTL”). These entities collectively form the Project SPVs.
Transaction Details and Valuation
The transaction involves the sale of these SPVs to IRB InvIT Fund (“Public InvIT”), a publicly offered and listed infrastructure investment trust. The agreed aggregate equity value for the Project SPVs is INR 2,744 crore, with an aggregate enterprise value of INR 4,605 crore as of September 30, 2026. This valuation takes into account existing external gross debt of INR 591 crores for SYTL and INR 1,270 crores for CGTL, along with other mutually agreed terms and conditions. The consideration will be received in cash.
Financial Impact on the Trust
The Project SPVs, SYTL and CGTL, represented a combined contribution to IRB Infrastructure Trust’s consolidated financial performance. For the financial year 2025-26, their contribution to the Trust’s consolidated turnover was approximately ~INR 306.59 Crore (approximately ~3.5%). Furthermore, as of March 31, 2026, these SPVs accounted for approximately ~INR 4,663 Crore (approximately ~6.7%) of the Trust’s Enterprise Value.
Timeline and Ancillary Agreements
The share purchase agreement was entered into on September 22, 2026. The indicative timeline for the completion of this disposal is on or prior to September 30, 2026. A long stop date for the transaction has been set for December 31, 2026, with the possibility of extension through mutual agreement. In conjunction with the share purchase, certain ancillary agreements are also being executed or are proposed to be executed, including amendments to existing arrangements concerning the Trust and the transfer of the Project SPVs.
Buyer Details
The buyer in this transaction is IRB InvIT Fund (“Public InvIT”), an irrevocable trust registered as an infrastructure investment trust under the Indian Trusts Act, 1882. IRB Infrastructure Developers Limited, the sponsor to IRB Infrastructure Trust, also acts as the sponsor to IRB InvIT Fund. The transaction is confirmed to be at arm’s length.
Source: BSE
