Capital InfraTrust has successfully completed a major portfolio expansion with the acquisition of three highway infrastructure companies on December 23, 2025. The trust announced the completion of all closing steps for acquiring 100% equity shareholding in Hasanpur Bakhtiyarpur Highway Private Limited, JRR Highways Private Limited, and Korba Highway Private Limited.

Acquisition Details

The transaction was executed through respective Share Purchase Agreements (SPAs) for each of the three companies. This acquisition represents a complete takeover of the highway assets, with Capital InfraTrust acquiring full ownership stakes in all three entities.

Companies Acquired

The acquisition portfolio consists of three specialized highway infrastructure companies:

• Hasanpur Bakhtiyarpur Highway Private Limited
• JRR Highways Private Limited
• Korba Highway Private Limited

Each company operates in the highway infrastructure sector, aligning with Capital InfraTrust's focus on infrastructure investments.

Regulatory Compliance

The transaction was conducted in compliance with Regulation 23 of the Securities and Exchange Board of India (Infrastructure Investment Trusts) Regulations, 2014. The trust also adhered to applicable provisions of Master Circular No. SEBI/HO/DDHS-PoD2/P/CIR/2025/102 dated July 11, 2025, issued by SEBI.

This completion follows the trust's earlier intimation dated December 16, 2025, which announced the execution of the Share Purchase Agreements. The trust has now fulfilled all closing requirements under the respective SPAs.

Corporate Structure

Capital InfraTrust operates through its Investment Manager, Gawar Investment Manager Private Limited. The trust maintains its registration under SEBI with registration number IN/InvIT/23-24/0029 and is supported by Axis Trustee Services Limited as the trustee to the InvIT.

The successful completion of this acquisition strengthens Capital InfraTrust's position in the highway infrastructure sector and expands its asset portfolio with three fully-owned highway companies.

Capital Infra Trust has successfully completed its Qualified Institutional Placement (QIP) on December 19, 2025, raising ₹1,250 crores through the allocation of 17,28,90,733 units to eligible institutional investors. The InvIT Committee of Gawar Investment Manager Private Limited approved the closure of the issue and unit allocation during its meeting held on December 19, 2025.

QIP Closure and Unit Allocation Details

The committee meeting, which commenced at 8:30 PM and concluded at 8:45 PM, formalized the completion of the fundraising exercise. The allocation was conducted in accordance with SEBI InvIT Regulations and the Master Circular issued by SEBI.

Major Allottees and Distribution

Several prominent institutional investors participated in the QIP, with multiple entities receiving significant allocations. The major allottees who received more than 5% of the units issued include leading mutual funds and financial institutions.

Regulatory Compliance and Framework

The QIP was conducted under the Securities and Exchange Board of India (Infrastructure Investment Trusts) Regulations, 2014, as amended, and the master circular bearing number SEBI/HO/DDHS-PoD-2/P/CIR/2025/102 dated July 11, 2025. The floor price consideration was based on the higher trading volume of units on the National Stock Exchange compared to BSE Limited.

The allocation was determined according to the formula prescribed under paragraph 7.9.1 of the InvIT Master Circular, ensuring full regulatory compliance. The committee approved and finalized the confirmation of allocation note to be sent to eligible institutional investors.

Corporate Structure and Communication

Capital Infra Trust, formerly known as National Infrastructure Trust, operates through its Investment Manager, Gawar Investment Manager Private Limited. The trust maintains its corporate governance structure with Axis Trustee Services Limited serving as the trustee and IDBI Trusteeship Services Limited as the debt security trustee.

The trust has communicated this development to both the National Stock Exchange of India Limited and BSE Limited, ensuring full transparency with market participants and regulatory authorities. The unitholder pattern before and after the issue will be submitted along with the listing application.