BCP Asia II Holdco VII Pte. Ltd., along with two Blackstone entities, has announced an open offer to acquire up to 11,35,25,761 equity shares, representing 25.82% of the expanded voting share capital of Aadhar Housing Finance , at ₹469.97 per share. This move follows a share purchase agreement where the acquirer will buy up to 64.14% stake from the existing promoter BCP Topco VII Pte. Ltd. at ₹425 per share.

Key Details of the Open Offer

• Offer Size: Up to 11,35,25,761 equity shares (25.82% of expanded voting share capital)
• Offer Price: ₹469.97 per share
• Total Offer Value: Approximately ₹5,335.00 crores (assuming full acceptance)
• Offer Period: Scheduled to open on September 19, 2025, and close on October 3, 2025

Transaction Background

The open offer is triggered by a share purchase agreement between BCP Asia II Holdco VII Pte. Ltd. (the Acquirer) and BCP Topco VII Pte. Ltd. (the Seller). Under this agreement, the Acquirer will purchase up to 28,20,52,121 equity shares, representing 64.14% of Aadhar Housing Finance's expanded voting share capital, at a price not exceeding ₹425 per share.

Regulatory Approvals and Funding

The transaction requires regulatory approvals from:

1. Competition Commission of India
2. Reserve Bank of India

To fund the transaction, the Acquirer has:

• Arranged bank guarantees of ₹615.00 crores
• Deposited ₹55.00 crores in escrow

Impact on Shareholding

Post-acquisition, the Acquirer is set to become the new promoter of Aadhar Housing Finance, while the current promoter group will be reclassified as public shareholders.

Additional Information

• The offer price of ₹469.97 represents a premium over the share purchase agreement price of ₹425.
• The transaction is subject to various conditions, including regulatory approvals and other customary closing conditions.
• The open offer is being made in compliance with SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011.

This open offer represents a significant change in the ownership structure of Aadhar Housing Finance Limited and reflects Blackstone's continued interest in the Indian financial services sector. Shareholders of Aadhar Housing Finance will have the opportunity to tender their shares at a premium to recent market prices during the offer period.

Blackstone-affiliated entities have announced a significant open offer for Aadhar Housing Finance Limited , marking a major development in the Indian housing finance sector. Here are the key details of this strategic move:

Open Offer Details

• Acquirer: BCP Asia II Holdco VII Pte. Ltd.
• Persons Acting in Concert (PACs): Blackstone Capital Partners (CYM) IX AIV - F L.P. and Blackstone Capital Partners Asia II L.P.
• Target: Aadhar Housing Finance Limited
• Offer Size: Up to 11,35,25,761 fully paid-up equity shares
• Offer Price: ₹469.97 per share
• Total Consideration: ₹53,35,37,01,898.17 (assuming full acceptance)
• Percentage Stake: 25.82% of the expanded voting share capital

Background of the Transaction

The open offer is triggered by a share purchase agreement between BCP Asia II Holdco VII Pte. Ltd. (Acquirer) and BCP Topco VII Pte. Ltd. (Seller). Key points of this agreement include:

• Acquirer to purchase up to 28,20,52,121 equity shares (64.14% stake) from the Seller
• Purchase price not exceeding ₹425 per share
• Total transaction value up to ₹119,87,21,51,425

Strategic Implications

1. Change in Control: Upon completion, the Acquirer will become the new promoter of Aadhar Housing Finance.
2. Reclassification: The current promoter group will be reclassified as public shareholders.
3. Regulatory Approvals: The deal requires approvals from the Competition Commission of India and the Reserve Bank of India.

Offer Timeline

Financial Arrangements

The Acquirer has made robust financial arrangements to fulfill the open offer obligations:

• Bank Guarantees: Two bank guarantees totaling ₹6,15,00,00,000
• Escrow Account: Cash deposit of ₹55,00,00,000

Management's Perspective

The Acquirer intends to support the existing management of Aadhar Housing Finance in their efforts towards sustained growth. The company's focus on providing housing finance to the lower income segment is expected to continue.

Market Impact

This transaction represents a significant move in the Indian housing finance sector, potentially reshaping the competitive landscape. Aadhar Housing Finance's strong position in the affordable housing segment makes it an attractive asset for Blackstone's portfolio.

Investor Considerations

1. Premium Offer: The open offer price of ₹469.97 represents a premium over the recent market price and the share purchase agreement price of ₹425.
2. Future Growth: Blackstone's expertise and financial backing could potentially accelerate Aadhar Housing Finance's growth trajectory.
3. Market Dynamics: The transaction may influence investor sentiment in the housing finance sector.

Shareholders of Aadhar Housing Finance are advised to carefully consider the offer details and consult financial advisors before making a decision. The final outcome of this open offer could significantly impact the company's ownership structure and future strategic direction.