ONGC-NTPC JV to acquire Ayana Renewable Power for $2.3 billion

Renewable energy

ONGC NTPC Green Private Limited (ONGPL), a 50:50 joint venture between ONGC Green Limited (OGL) and NTPC Green Energy Limited (NGEL), has signed a share purchase agreement on 12th February 2025 with National Investment and Infrastructure Fund (NIIF), British International Investment Plc and its subsidiaries (BII) and Eversource Capital to acquire a 100% equity stake in Ayana Renewable Power Private Limited (Ayana) for an enterprise value of $ 2.3 billion.

On October 24, Moneycontrol was the first to report that the state owned oil and gas major had emerged as the lead suitor in the race for Ayana Renewable Power and may pick a partner for the big-bang buyout.

Ayana, a leading player in the renewable energy sector, majority owned by NIIF, has around 4.1 GW operational and under-construction assets. A majority of Ayana’s portfolio is strategically located in resource rich states and is contracted with high credit rated off-takers such as SECI, NTPC, GUVNL, Indian Railways, among others, an official announcement said.

"This transaction marks a significant milestone for ONGPL as its first strategic acquisition since its establishment in November 2024, accelerating its expansion into the renewable energy sector and reinforcing its commitment to sustainability," it added

It aligns with the broader vision of its ultimate Parent Companies (ONGC and NTPC) to achieve their Net Zero targets by 2038 and 2050 respectively. ONGPL shall now provide impetus to Ayana platform for further scale. India has a commitment to achieve Net-Zero emissions by 2070 and 500 GW of renewable capacity by 2030.

The completion of the transaction is subject to the fulfilment of conditions precedent and necessary regulatory approvals.

Sanjay Kumar Mazumder, CEO, ONGC Green Limited, stated: "The acquisition of Ayana is a strategic milestone in ONGC Green Ltd and NTPC Green Energy Ltd’s pursuit of a Clean Energy Revolution. As two of India’s largest Maharatna PSUs, we recognize our responsibility in driving the nation’s green energy ambitions. This acquisition propels us forward in accelerating India's transition to a low-carbon economy, leveraging our technical expertise, industry relationships, and financial strength."

Rajiv Gupta, CEO, NTPC Green Energy, commented: "The acquisition of Ayana Renewables platform by ONGC NTPC Green Private Limited (ONGPL) is one of the historic deals by the two Maharatna behemoth in the clean energy sector. This underscores our commitment to energy transition goals and leverages our advanced technical and industry experience alongwith financial strength. This also aligns with NGEL's mission of achieving the ambitious target of 60 GW by FY 32 and moving forward to become one of the leading developer of utility-scale renewable energy projects in the country, thereby meeting the expectation of our shareholders at each and every step. By joining hands we will create a cleaner and strengthened vision for Vikasit Bharat!”

Vinod Giri, Managing Partner, Master Fund, NIIF, said: “Ayana’s successful growth journey underscores NIIF’s commitment to investing at scale, highlighting the vast opportunity in India's sustainable infrastructure sector to deliver both financial returns and meaningful impact. With Ayana well-positioned for its next phase of growth, this transaction enables us to unlock value while continuing to catalyse global institutional capital into transformative infrastructure opportunities. We look forward to seeing Ayana continue its momentum, building on the strong foundation we have established to further accelerate India’s clean energy transition.”

Srini Nagarajan, Managing Director and Head of Asia, BII, said: “BII launched Ayana in 2018 to play a catalytic role in accelerating the adoption of renewable power in India. In mobilising well over $1 billion in capital for the business over the last eight years, BII along with Eversource Capital and NIIF have achieved that goal. I am excited for the future of Ayana and the wide range of opportunities in the market for BII to support India’s drive towards net zero.”

Dhanpal Jhaveri, CEO, Eversource Capital, said “We are excited to have partnered with NIIF and BII in building Ayana into one of India’s leading renewable energy platforms by leveraging our global network of technical and operational expertise and long-term climate focussed investors. We are confident that as it begins a new journey with ONGPL, Ayana will continue to accelerate India’s transition towards net-zero.”

For the acquisition transaction, Deloitte Touche Tohmatsu India LLP acted as end-to-end buy-side transaction advisor along with JSA Advocates and Solicitors as legal advisor. On the Sellers’ side, Standard Chartered provided transaction advisory services along with Khaitan & Co and Cyril Amarchand Mangaldas as legal advisors.