IRB InvIT Fund raises ₹3,248 cr in 2025 unit placement

What was announced

IRB InvIT Fund disclosed multiple updates around fresh unit issuances and institutional fundraising during 2025. The trust reported that it successfully completed an institutional placement of units, raising ₹3,248.43 crore. The placement was described as being upsized from an initial target of ₹3,000 crore, and the proceeds are intended to partly fund highway asset acquisitions and meet general corporate purposes.

Separately, the trust also disclosed a preferential issue that allotted units to two investors and raised ₹1,005.28 crore. The disclosures referenced issue closure and additional issue-related documents around mid-October 2025, indicating a structured fundraising plan that combined sponsor participation and broader institutional demand.

IRB InvIT Fund and its portfolio

IRB InvIT Fund is a trust established by its Sponsor and Project Manager, described in the disclosure as a private highway infrastructure developer in India. The InvIT has been set up to own, operate, and maintain toll road concessions. At the time of the disclosure, it managed seven operational road assets.

The portfolio was stated to have an aggregate value of approximately ₹7,250 crore. These assets are spread across Maharashtra, Gujarat, Rajasthan, Karnataka, Tamil Nadu, and Punjab. The weighted average life of the assets under the InvIT portfolio was disclosed as around 16 years.

Institutional placement: size, price, and unit issuance

In the institutional placement update, IRB InvIT Fund said it raised ₹3,248.43 crore by issuing 54,14,05,000 units (54.14 crore units). The issue price was disclosed as ₹60.00 per unit, and the trust noted this was at a 4.29% discount to a floor price of ₹62.69.

The trust said the funds would be used partly to finance the acquisition of three revenue-generating highway assets from IRB Infrastructure Trust and for general corporate purposes. The disclosure positioned the placement as a large capital raise for the platform, with the fundraising described as a completed transaction.

Preferential issue: sponsor participation and L&T allocation

Alongside the institutional placement information, IRB InvIT Fund also reported completion of a preferential issue that allotted 15.97 crore units and raised ₹1,005.28 crore. The units in this preferential issue were priced at ₹62.95 each and were issued on November 3, 2025.

IRB Infrastructure Developers Limited, described as the Sponsor, received 11.97 crore units for ₹753.48 crore. Larsen and Toubro Limited, described as a Non-Sponsor investor, received 4.00 crore units for ₹251.80 crore. The disclosure stated that these units are subject to lock-in requirements under SEBI regulations.

Board approvals: IRB Infra’s proposed preferential investment

IRB Infrastructure Developers Limited disclosed that its board approved a preferential investment of up to ₹351 crore in units of IRB InvIT Fund, subject to shareholder approval. The proposed subscription was described as being through a preferential issue of units by IRB InvIT Fund.

The exchange filing referenced a proposal to acquire up to 5,40,00,000 additional units at a price of ₹65 per unit, aggregating ₹351 crore. The filing also stated that the transaction would be carried out entirely through cash consideration in exchange for the preferential units, and that units would be allocated within timelines prescribed under applicable preferential allotment rules.

How the InvIT planned to use the sponsor infusion

The disclosure stated that the ₹351 crore investment aimed to support acquisition of two special purpose vehicle (SPV) projects from IRB Infrastructure Trust (described as a privately placed listed InvIT registered with SEBI). In addition to the sponsor-led preferential subscription, the trust’s disclosures referenced wider fundraising options.

The documents indicated that the fundraise may include an institutional placement, rights issue, or further public offer, along with debt. Separately, the trust disclosed it planned to raise up to ₹3,000 crore through a mix of institutional placement, rights issue, or debt to fund purchases.

Operations and maintenance contract disclosed

As part of the updates, IRB InvIT Fund also disclosed approval of a long-term operations and maintenance (O&M) contract with sponsor IRB Infra. The contract value was stated at ₹2,663 crore over 18 years.

The O&M disclosure provides additional context on how the sponsor group supports asset-level operations and how the InvIT may plan lifecycle maintenance over a multi-year horizon.

Unitholding pattern updates: what changed after the placement

IRB InvIT Fund stated that it updated its unitholding pattern following the institutional placement of 54,14,05,000 units aggregating ₹3,248.43 crore (also disclosed as ₹32,484.30 million). One update stated the new pattern showed sponsor holdings at 17.73% and public holdings at 82.27%, with total outstanding units at 1,28,16,00,000.

Another disclosure stated that after the institutional placement, total outstanding units increased to 1,12,19,05,000 (around 1.12 billion). It also stated public holding was 90.42%, and that Foreign Portfolio Investors (FPIs) held the largest share at 39.67%. These figures were presented as part of placement-related updates in the provided material.

Key numbers at a glance

Market impact and why this matters

The disclosures highlight a significant fundraising exercise for a listed InvIT platform, combining a large institutional placement with preferential allotments and sponsor participation. The ₹3,248.43 crore institutional placement, along with the preferential issue and the planned sponsor subscription, points to a capital-raising sequence designed to support acquisitions of highway assets and general corporate needs.

From an investor perspective, the unit issuance increases the outstanding unit base, and the updated unitholding patterns show changes in sponsor and public ownership after the placement. The placement pricing at ₹60 per unit and the stated discount to the floor price provide a factual anchor on where the trust issued new units during the transaction.

Conclusion

IRB InvIT Fund’s 2025 disclosures outline a completed institutional placement raising ₹3,248.43 crore, a separate preferential issue raising ₹1,005.28 crore, and board-approved plans for sponsor participation of up to ₹351 crore subject to shareholder approval. The stated use of proceeds includes partially financing acquisitions of highway assets and supporting general corporate purposes.

The next procedural step explicitly mentioned in the disclosures is shareholder approval for the sponsor’s preferential investment, alongside further actions related to asset acquisitions and the trust’s broader fundraising framework referenced in the filings.