Sammaan Capital Limited, formerly known as Indiabulls Housing Finance Limited, has taken a significant step in the debt market by approving the issuance of $450 million in senior secured social bonds. This move, announced on October 9, 2025, marks a notable development for the non-banking financial company.

Key Details of the Bond Issuance

Terms and Conditions

The Securities Issuance and Investment Committee of Sammaan Capital's board of directors has approved the following terms:

Purpose and Compliance

Sammaan Capital intends to use the proceeds from this issue for activities permitted under the Reserve Bank of India's guidelines for external commercial borrowings (ECB Guidelines). These activities will be in accordance with the company's sustainable financing framework, subject to compliance with applicable laws and regulations.

Subscription Agreement

In connection with the bond issuance, Sammaan Capital has executed a subscription agreement with Deutsche Bank AG, Singapore Branch, acting as the Sole Bookrunner. The agreement outlines the terms for the issuance and subscription of the bonds.

Investor Presentation

Sammaan Capital has made an investor presentation available on its website, providing additional information for potential investors interested in the bond issuance.

Implications and Outlook

This bond issuance represents a strategic move by Sammaan Capital to raise substantial funds through the international debt market. The social bond label suggests a focus on financing projects with positive social outcomes, aligning with growing investor interest in sustainable and socially responsible investments.

The successful placement of these bonds could strengthen Sammaan Capital's financial position, potentially enabling the company to expand its lending activities and support its growth objectives in the non-banking financial sector.

Abu Dhabi-based International Holding Company (IHC) is set to acquire a significant 43.5% stake in Indian financial services firm Sammaan Capital through a ₹8,850 crore deal. This strategic move marks a major development in the Indian financial services sector, bringing global backing to Sammaan Capital.

Deal Structure

The transaction involves a two-part securities issuance by Sammaan Capital:

1. Equity Shares: 33,00,00,111 fully paid-up equity shares at ₹139.00 per share, totaling ₹4,587.00 crore.
2. Warrants:
   • Tranche I: 8,68,92,966 warrants at ₹139.00 per warrant, amounting to ₹1,207.81 crore.
   • Tranche II: 21,97,97,569 warrants at ₹139.00 per warrant, totaling ₹3,055.19 crore.

Each warrant carries the right to subscribe to one equity share of Sammaan Capital.

Strategic Implications

• New Promoter: Upon completion, IHC will become the new promoter of Sammaan Capital, signaling a shift in the company's ownership structure.
• Global Backing: The partnership is expected to provide Sammaan Capital with strong global support, potentially opening doors to international markets and resources.
• Expansion Plans: The board anticipates that this collaboration will enable expansion in key areas such as asset management, financial services, and fintech.

Regulatory Processes

• Open Offer: In compliance with SEBI regulations, IHC will be required to make a mandatory open offer to the existing public shareholders of Sammaan Capital.
• Shareholder Approval: An Extraordinary General Meeting (EGM) is scheduled for October 29, 2025, to seek shareholder approval for the preferential issue and related matters.
• Regulatory Approvals: The deal is subject to approvals from various regulatory bodies, including the Reserve Bank of India, Securities and Exchange Board of India, and the Competition Commission of India.

Market Response

Sammaan Capital's shares have shown positive momentum, gaining 5% on October 1, extending a six-session rally of 25%. This upward trend reflects investor optimism about the strategic partnership.

Corporate Governance Changes

• Board Representation: Upon categorization as a 'promoter', IHC will have the right to appoint nominees to Sammaan Capital's board of directors.
• Articles of Association: Amendments to the company's Articles of Association will be made to incorporate certain rights for IHC, including nomination rights on the board and committees, pre-emption rights, and information rights.

Conclusion

This strategic investment by IHC in Sammaan Capital represents a significant foreign investment in India's financial services sector. It not only brings substantial capital but also the potential for global expertise and expansion opportunities. As the deal progresses through regulatory approvals and shareholder consent, it will be closely watched by market participants for its impact on the Indian financial landscape.