PNC Infratech Limited has successfully completed the transfer of its final Special Purpose Vehicle (SPV) to Vertis Infrastructure Trust, marking a significant milestone in the company's strategic asset disposal program. The transfer of PNC Challakere (Karnataka) Highways Private Limited was completed on March 27, 2026, concluding all twelve identified SPV transfers under the comprehensive Share Purchase Agreement.

Transaction Completion Details

The company, along with its Wholly Owned Subsidiary PNC Infra Holdings Limited, transferred their entire stake in PNC Challakere (Karnataka) Highways Private Limited to Vertis Infrastructure Trust on March 27, 2026. This completion represents the final transfer under the Share Purchase Agreement dated January 2024, involving a portfolio of 12 road assets comprising 11 National Highway Hybrid Annuity Mode (HAM) projects and 1 State Highway BOT (Toll) project.

Financial Performance and Transaction Structure

PNC Challakere (Karnataka) Highways Private Limited demonstrated solid financial performance for the financial year ended March 31, 2025. The transaction was concluded at an Enterprise Value of ₹683.84 crore with specific consideration components received on completion.

Buyer Profile and Strategic Portfolio

Vertis Infrastructure Trust, the acquiring entity, is an Infrastructure Investment Trust (InvIT) sponsored by affiliates of KKR and registered with SEBI under registration number IN/InvIT/21-22/0019. The trust operates from its principal place of business at Piramal Tower, Peninsula Corporate Park, Lower Parel, Mumbai.

The divested portfolio spans across multiple states including Uttar Pradesh, Madhya Pradesh, Karnataka, and Rajasthan, representing a comprehensive infrastructure asset base. The transaction does not fall within the purview of related party transactions, as the buyer does not belong to or relate to the promoter, promoter group, or group companies.

Strategic Completion and Asset Monetization

With this final transfer, PNC Infratech has successfully completed its comprehensive asset disposal program involving twelve Special Purpose Vehicles. The completion of this transaction represents a significant milestone in the company's asset monetization strategy, enabling it to unlock value from its operational asset portfolio, strengthen its balance sheet, and enhance financial capability for future investment opportunities.

The deal received necessary shareholder approval through a Special Resolution passed during the 25th Annual General Meeting held on September 28, 2024. This completion represents the culmination of a strategic initiative that began with the original Share Purchase Agreement in January 2024.

PNC Infratech Limited has announced that it has received an ESG (Environmental, Social, and Governance) rating from a SEBI registered rating provider. The company made this disclosure on March 07, 2026, in compliance with regulatory requirements under SEBI listing obligations.

ESG Rating Details

ESG Risk Assessments & Insights Limited, which is a SEBI registered Category 1 ESG rating provider, has assigned PNC Infratech Limited an ESG rating of 39. The rating agency conducted this assessment independently without any engagement from the company.

Regulatory Compliance

The disclosure was made pursuant to Regulation 30 of SEBI Listing Regulations, read with SEBI Circular No. HO/49/14/14(7)2025-CFD-POD2/I/3762/2026 dated January 30, 2026. This regulatory framework requires listed companies to disclose ESG ratings assigned by SEBI registered rating providers.

The company emphasized that it has not engaged any rating agency for ESG rating purposes. The rating agency prepared the report independently based on data available in the public domain, without any direct involvement or input from PNC Infratech Limited.

Corporate Communication

The disclosure was signed by Tapan Jain, Company Secretary & Compliance Officer (ICSI M. No.: A22603), and was communicated to both BSE Limited and National Stock Exchange of India Limited on the same date. The company maintains transparency in its regulatory communications as part of its listing obligations.