Capital Infra Trust is actively pursuing the acquisition of six Hybrid Annuity Model (HAM) road assets from its sponsor’s Right of First Offer (ROFO) pipeline, with a combined bid project cost of ₹4,871 crore. The Trust, which currently holds 12 operational assets, aims to expand its portfolio to 18 assets, extending annuity visibility largely to 2040. This strategic move aligns with the Trust’s goal to increase its net debt-to-enterprise value ratio from 41.1% to approximately 60%, utilizing both debt and equity funding for the transactions.

The earnings conference call held on July 22, 2026, revealed that technical, legal, and financial due diligence is underway for these six assets, spanning approximately 181 kilometers across four states. Management anticipates completing the diligence by mid-August 2026, with potential acquisitions in Q2 or Q3 FY27. Additionally, the Trust is evaluating two third-party assets, with advanced discussions ongoing. For Q1FY27, the Trust reported a consolidated net profit of ₹1,256.24 million, reversing a loss of ₹737.18 million in the prior year period, while declaring a distribution of ₹2.32 per unit.

Acquisition Strategy and Leverage

Hare Krishna, Chief Executive Officer, stated that the proposed acquisitions would diversify project and geography-level cash flows while maintaining the Trust’s risk profile. The six targeted assets are operational or at advanced completion stages under the National Highways Authority of India (NHAI). The Trust plans to increase leverage gradually, initially moving from 41.1% to around 50%, and eventually targeting 60%. This headroom allows for significant debt-funded acquisitions without immediate large-scale equity dilution.

Financial Performance and Distribution

Amit Kumar, Chief Financial Officer, noted that consolidated total income stood at ₹2,950 million for Q1FY27, compared to ₹3,450 million in Q4FY26. The quarter-on-quarter variance reflects seasonality in income recognition across HAM assets. Standalone EBITDA was ₹2,258 million, while consolidated EBITDA was ₹1,807 million. The Trust received an indemnity claim of ₹104.1 million from the sponsor related to pending GST change-in-law claims from NHAI.

Distributions remain a core focus, with cumulative payouts since IPO reaching ₹37.8 per unit (₹12,079 million). Management reaffirmed the FY27 distribution per unit (DPU) guidance of ₹9.00 to ₹9.25, stating that new acquisitions will be accretive to unit holders. Approximately 20% to 25% of distributions are expected to be non-taxable capital repayments this financial year.

Operational Resilience and Cost Structure

The Trust’s operational model insulates it from inflationary pressures through fixed-price O&M contracts with its project manager. While bitumen prices have risen, the Trust’s expenses remain fixed. Conversely, a portion of inflows linked to Wholesale Price Index (WPI) and Consumer Price Index (CPI) has increased due to elevated inflation. Hare Krishna emphasized that 58.6% of borrowings are floating-rate, providing a natural hedge against interest rate fluctuations in the annuity-linked revenue model. The effective interest rate declined to 7.24% from 7.33% in March 2026.

Capital Infra Trust will convene its Second Annual Meeting on July 28, 2026, through video conferencing to adopt the audited standalone and consolidated financial statements for the financial year ended March 31, 2026. The meeting, scheduled to commence at 2:00 P.M. IST, will also seek unitholder approval for the appointment of an independent valuer and the consideration of the valuation report for the trust's assets as of March 31, 2026.

The notice confirms that the meeting will be held without physical presence, in compliance with the SEBI Master Circular. Unitholders entitled to vote must have their names recorded in the register of beneficial owners maintained by the depositories as of the close of business hours on July 21, 2026. The trust has appointed KFin Technologies Limited as the registrar and transfer agent to facilitate the e-voting and video conferencing services.

Agenda for the Annual Meeting

The trust has placed three key resolutions before the unitholders for consideration. The primary agenda includes the adoption of the audited financial results for FY26 and the report on the performance of the trust. Additionally, the meeting will address the appointment of the valuer for the upcoming financial year.

Appointment of Independent Valuer

The board recommends the appointment of Mr. S. Sundararaman, a Registered Valuer with IBBI Registration Number IBBI/RV/06/2018/10238, as the Independent Valuer for the financial year 2026-27. The resolution proposes a remuneration of ₹27,60,000 per annum, with an overall cap of ₹30,00,000 per annum in case of an enhancement in the scope of work. The trust will also pay an additional fee of ₹2,50,000 per Special Purpose Vehicle (SPV) if acquired during the financial year.

E-voting and Participation Details

Unitholders can cast their votes remotely between July 24, 2026, at 9:00 A.M. IST and July 27, 2026, at 5:00 P.M. IST. Those who have not voted remotely may cast their votes during the annual meeting using the e-voting system integrated with the video conferencing platform. The facility for participation will be available on a first-come, first-served basis for up to 2,000 unitholders.

Makarand M. Joshi & Co., Practicing Company Secretaries, has been appointed as the scrutinizer to oversee the e-voting process. The results of the voting will be declared on the websites of the trust, BSE Limited, and National Stock Exchange of India Limited following the conclusion of the meeting.