Phoenix Mills has increased its shareholding in its material subsidiary, Island Star Mall Developers Private Limited (ISMDPL), from 51% to 55.57%. This change comes as a result of ISMDPL's buyback of 2,03,40,909 equity shares from Canada Pension Plan Investment Board (CPP Investments) for Rs. 895 crores.

Transaction Details

The buyback transaction is part of a framework agreement executed in July 2025, aimed at providing a complete exit to CPP Investments from its 49% equity stake in ISMDPL. Phoenix Mills did not participate in this buyback offer.

Key Points of the Transaction

• Buyback Details: ISMDPL bought back 2,03,40,909 equity shares from CPP Investments
• Transaction Value: Rs. 895 crores
• Phoenix Mills' Stake: Increased from 51% to 55.57%
• Agreement Date: Framework agreement executed in July 2025

About ISMDPL

ISMDPL, incorporated on April 10, 2006, is a material subsidiary of Phoenix Mills. It operates and manages the Phoenix MarketCity mall in Bengaluru. The company also has three subsidiaries:

1. Alyssum Developers Private Limited
2. Sparkle One Mall Developers Private Limited
3. Insight Mall Developers Private Limited

These subsidiaries, along with ISMDPL, form the ISMDPL Platform, which is involved in various real estate development projects across India.

Financial Performance

ISMDPL's financial performance over the last three years:

Future Outlook

Upon completion of the proposed transaction, Phoenix Mills is expected to hold 100% of ISMDPL's shareholding, gaining sole control directly and/or through its affiliates. This move aligns with Phoenix Mills' strategy to consolidate its position in the real estate development sector, particularly in mall operations and management.

The transaction has received necessary approvals, including those from the Audit Committee, Board, and Shareholders of the company, as it falls under the ambit of Related Party Transactions as per the provisions of Section 2(76) of the Companies Act, 2013 and Regulation 2(1)(zc) and 23 of SEBI Listing Regulations.

This strategic move by Phoenix Mills reinforces its commitment to expanding its mall portfolio and strengthening its position in the Indian retail real estate market.

Phoenix Mills Limited , a leading real estate developer, and its subsidiary Offbeat Developers Private Limited have entered into agreements with JSW Neo Energy Limited and O2 Renewable Energy XXVIII Private Limited to invest ₹59.30 million in equity shares and convertible debentures. This strategic move aims to meet the companies' captive renewable energy requirements and comply with regulatory standards.

Investment Details

The total investment of ₹59.30 million is structured as follows:

Purpose and Agreements

The investment will result in Phoenix Mills and Offbeat acquiring up to 45% shareholding in O2 Renewable Energy XXVIII Private Limited, a company incorporated to develop solar power projects. Additionally, both companies have signed a Power Purchase Agreement (PPA) to procure solar power from O2 Renewable XXVIII.

Regulatory Compliance

This acquisition aims to comply with the Electricity Act 2003 requirements, which mandate maintaining a minimum 26% shareholding for captive user status. The investment structure is designed to meet these regulatory standards while advancing the companies' sustainable energy goals.

Transaction Details

The transaction is expected to complete within 90 business days. It's important to note that this deal does not involve any related party transactions.

Implications

This agreement marks a significant step towards sustainable energy adoption in the real estate sector. It demonstrates Phoenix Mills' commitment to environmental responsibility and may set a precedent for other players in the industry. The collaboration between a major real estate developer and renewable energy providers showcases the increasing convergence of real estate and clean energy sectors, potentially paving the way for more such partnerships in the future.

As the real estate industry continues to face pressure to reduce its environmental impact, strategic investments in renewable energy sources like this one by Phoenix Mills could become increasingly common, benefiting both the companies involved and the environment at large.