IRB InvIT Fund adds 3 highways in ₹8,436-cr deal

What IRB InvIT Fund announced

IRB Infrastructure Developers Ltd (IRB) said its sponsored IRB InvIT Fund has completed the acquisition of three highway assets from the IRB Infrastructure Trust, a private InvIT sponsored by the company. The transaction was disclosed as a completed acquisition of three assets with an agreed enterprise value of ₹8,436 crore. The transfer brings three operating toll road SPVs into the listed InvIT’s portfolio. IRB InvIT Fund is described as India’s first listed Infrastructure Investment Trust. The deal is positioned as part of a broader strategy of moving matured, revenue-generating road assets between IRB’s private and public InvIT platforms. The company has also referenced supporting documentation and process milestones, including an “invitation to offer” and valuation reports for related transactions.

Assets acquired and where they are located

The three highway assets added to the IRB InvIT Fund portfolio are Hapur-Moradabad NH-9 in Uttar Pradesh, Kaithal-Rajasthan Border NH-152/65 in Haryana, and Kishangarh-Gulabpura NH-79A in Rajasthan. In other disclosures, these assets are referred to as IRB Hapur Moradabad Tollway, Kaithal Tollway, and Kishangarh Gulabpura Tollway. All three are build-operate-transfer (BOT) projects. The asset set spans about 1,800 lane kilometres, as stated in the regulatory and media summaries around the proposed transfer. The acquisition was executed from IRB Infrastructure Trust to IRB InvIT Fund. The transaction structure involves acquiring 100 percent of the equity share capital of three SPVs from the private InvIT associate.

Deal value, equity value, and fund-raise references

IRB reported the acquisition enterprise value at ₹8,436 crore (also cited as about ₹8,450 crore in related reporting). Another disclosure also cites an equity valuation of ₹4,905 crore for the transfer. To facilitate the acquisition, IRB InvIT Fund undertook a fund-raise exercise, described as its first since the InvIT’s launch and listing in 2017. Separately, unitholders also approved fund raising of up to ₹5,000 crore to support the acquisition. The company has referred to a non-binding offer exchanged on 8 May 2025 and later execution of a binding term sheet to progress the asset transfer. The agreed enterprise value is referenced “as of June 30, 2025” in the exchange filing language cited.

How the portfolio changes after the acquisition

After adding the three assets, IRB InvIT Fund’s project portfolio rises to nine revenue-generating highway assets. The portfolio is described as comprising eight BOT assets and one hybrid annuity mode (HAM) asset. The operational footprint is stated as more than 4,200 operational lane kilometres. IRB also stated that the overall enterprise value of the InvIT portfolio is now more than ₹16,000 crore. The weighted average concession life is expected to increase to around 17 years, from 14 years earlier. For investors, these details matter because they directly change the duration and scale of cash flow producing road assets inside the listed vehicle.

Key facts at a glance

Approvals and process milestones mentioned

Exchange-filing based reporting said unitholders of IRB InvIT Fund approved the proposed acquisition with a majority of 96 percent. The same set of disclosures notes approval for acquiring 100 percent equity of three SPVs and approving IRB Infrastructure Developers Ltd as the project manager for the acquired assets. The company also indicated the proposed transfer was expected to be completed by the second quarter of the financial year ending March 2026 in the earlier stage of the process. In addition to the three-asset transfer, IRB’s disclosures list other transaction documents, including an “invitation to offer” from VM 7 Expressway Private Limited (VM7) dated 20 November 2025 and a valuation and O&M cost projection report dated 1 December 2025. A further document reference mentions completion of acquisition of the VM7 project from the sponsor on 2 February 2026.

Order book impact cited for IRB’s O&M business

Alongside the portfolio transfer, reporting states the acquisition of the three SPVs is expected to expand IRB’s operations and maintenance (O&M) order book by about ₹3,100 crore. This would take the total O&M order book to about ₹33,600 crore after the acquisitions, as cited. The same reporting frames the deal as part of IRB’s asset transfer strategy between its private and public InvIT platforms. For IRB Infrastructure Developers, the O&M linkage is relevant because these roads continue to require routine operations, tolling, and maintenance services even after being held in the InvIT structure. It also connects a capital recycling transaction with a visible pipeline of service revenue in the order book metric.

What the transaction signals for listed InvIT investors

The information disclosed points to a larger, longer-duration portfolio inside IRB InvIT Fund after the acquisition. The increase in weighted average concession life to around 17 years, from 14 years, signals a longer average period of operating rights across the portfolio. The stated portfolio enterprise value of more than ₹16,000 crore, with more than 4,200 operational lane kilometres, positions the vehicle as a larger platform compared with its pre-acquisition state. At the same time, the deal relies on a significant asset transfer from an associate private InvIT, underlining how sponsor-driven pipeline transactions can shape portfolio growth. Unitholder approval levels and the fund-raising headroom of up to ₹5,000 crore provide context for how such acquisitions are financed and governed.

Conclusion

IRB InvIT Fund’s completion of the three-asset acquisition consolidates Hapur-Moradabad, Kaithal, and Kishangarh-Gulabpura toll roads into its listed portfolio at an agreed enterprise value of ₹8,436 crore. The disclosures show a larger nine-asset platform, a longer weighted average concession life of around 17 years, and an overall portfolio enterprise value stated at more than ₹16,000 crore. Earlier filings and reports outline the process from non-binding discussions in May 2025 through unitholder approvals and documentation milestones. IRB has also referenced separate steps and reports related to VM7, including a completion update dated 2 February 2026. Any next updates for investors are likely to come through further exchange filings and InvIT disclosures on funding utilisation, integration of assets, and portfolio-level performance metrics.