PNC Infratech Limited announced the final transfer of its entire equity stake in its Wholly Owned Subsidiary, PNC Challakere (Karnataka) Highways Private Limited (SPV), to Vertis Infrastructure Trust (VIT). The completion occurred on March 27, 2026, finalizing the divestment of all twelve identified SPVs agreed upon in the Share Purchase Agreement dated January 15, 2024. The transaction generated an Enterprise Value of Rs. 683.84 crore.
Finalization of Divestment of SPV Stake
PNC Infratech Limited has confirmed the successful transfer of its entire equity stake in its subsidiary, PNC Challakere (Karnataka) Highways Private Limited, which was designated as a Special Purpose Vehicle (SPV). The buyer in this transaction is Vertis Infrastructure Trust (VIT), formerly known as Highways Infrastructure Trust.
The completion of the transfer, including the handover of the SPV for continued concession agreement management, was finalized on March 27, 2026. This action concludes the transfer of all twelve identified SPVs as per the Share Purchase Agreement (SPA) initiated on January 15, 2024.
Financial Contribution of the Divested Asset
The details provided regarding the asset’s contribution to the consolidated figures for the financial year ended March 31, 2025, are as follows:
- Revenue Contribution: The reported revenues for PNC Challakere Highways Private Limited amounted to Rs. 16,402.72 Lakhs, representing 1.30% of the company’s total consolidated revenue.
- Net Worth Contribution: The Net Worth as at March 31, 2025, stood at Rs. 7,803.22 Lakhs, accounting for 2.42% of the consolidated Net Worth.
Transaction Details
The transaction was concluded based on an Enterprise Value of Rs. 683.84 crore. This value includes specific consideration components received on March 27, 2026: Rs. 80.48 crore towards Equity and Rs. 134.94 crore towards Unsecured Loans.
Buyer Identification and Related Party Status
The buyer, Vertis Infrastructure Trust (VIT), is an Infrastructure Investment Trust (InvIT) registered with SEBI, with its principal office in Mumbai. It was confirmed that the Buyer does not belong or relate to the promoter/promoter group/group companies of PNC Infratech Limited.
Furthermore, the transaction does not fall within the purview of related party transactions.
Approvals and Formalities
The disposal was approved by shareholders through a Special Resolution passed during the 25th Annual General Meeting on September 28, 2024. Since this was not a slump sale, indicative disclosures for amalgamation were deemed Not applicable.
Source: BSE
