National Infrastructure Trust, an infrastructure investment trust sponsored by Gawar Construction Limited, has filed its draft offer documents with SEBI. The trust aims to raise a total of Rs 1,600 crore through a public issue of units.
The IPO comprises a fresh issue of units amounting to Rs 1,200 crore and an offer for sale of units worth Rs 400 crore by the Sponsor Selling Unitholder.
HDFC Bank and SBI Capital Markets Ltd are serving as the lead book-running managers for the issue, while KFin Technologies Ltd has been appointed as the registrar.
The issue will be conducted through the book-building process, with 75 percent of the units, excluding the strategic investor portion, allocated to institutional investors, and the remaining 25 percent to non-institutional investors.
The trust was established on September 25, 2023, and registered with SEBI on March 7, 2024, with the objective of acquiring, managing, and investing in a portfolio of infrastructure assets across the country.
Use of Proceeds
Offer for Sale:
The proceeds from the Offer for Sale will be entitled to the Sponsor selling unitholder.
Fresh Issue:
The proceeds from the Fresh Issue, amounting to Rs 1,200 crore, will be utilized for the following purposes:
a) Providing loans to the Project SPVs for the repayment or prepayment of external borrowings, either partially or fully, to financial lenders (including any accrued interest and prepayment penalties).
b) Providing loans to the Project SPVs for the repayment of unsecured loans obtained by the Project SPVs from the Sponsor.
The offer document also highlights several key risks:
- The trust's revenues from the initial portfolio assets are dependent on consistent annuity income and interest from the National Highways Authority of India (NHAI).
- Failure to identify and acquire new infrastructure assets that generate comparable revenue, profits, or cash flows may adversely affect the trust's business, financial condition, cash flows, and ability to make distributions.
- Inability to maintain roads in accordance with the requirements of the Concession Agreements may result in penalties or even termination of these agreements, which could materially impact the trust's reputation, business, financial condition, results of operations, and cash flows.
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