IRB Infrastructure Developers has successfully completed the transfer of VM7 Expressway Private Limited to IRB InvIT Fund, receiving Rs.513 crores as equity consideration. The transaction, announced on February 2, 2026, marks the completion of a strategic asset transfer that will reduce the company's consolidated debt by approximately Rs.700 crores.

Transaction Details

The transfer involves the complete handover of VM7 Expressway Private Limited, which operates the Gandeva Ena Hybrid Annuity Model (HAM) project. This asset forms part of the upcoming New Delhi Mumbai Greenfield Expressway and represents a key component of NHAI's Package-VII under India's Bharatmala Pariyojana.

Strategic Impact and Management Commentary

Virendra D. Mhaiskar, Chairman & Managing Director of IRB Infrastructure Developers, emphasized the transaction's alignment with the company's Bid–Execute–Stabilize–Transfer strategy. The deal demonstrates effective capital recycling and value realization from matured assets while reinforcing disciplined portfolio optimization.

"The transaction has reinforced our strategy demonstrating effective capital recycling and value realization from matured assets," stated Mhaiskar. He added that the proceeds will facilitate IRB's pursuit of future growth opportunities in the infrastructure sector.

Enhanced InvIT Fund Portfolio

With this acquisition, IRB InvIT Fund has strengthened its operational portfolio significantly. The trust now manages 10 highway assets across multiple Indian states, providing diversified geographical exposure and enhanced revenue stability.

About IRB Group

IRB Group comprises IRB Infrastructure Developers Limited and two listed Infrastructure Investment Trusts. The group operates as India's leading toll road concessionaire with an assets portfolio of 28 highways covering approximately 17,500 operational lane kilometers and an asset base of approximately Rs.94,000 crores spread across 13 Indian states.

The group maintains a significant market share of 44% in the awarded TOT space through 6 TOT assets, complemented by the largest BOT portfolio of 18 highway assets and 4 hybrid annuity highway assets. With daily movement of around 1.5 million vehicles across its highway assets, the group contributes approximately 10% to national toll revenue.

IRB InvIT Fund has executed definitive agreements for the acquisition of VM7 Expressway Private Limited, advancing its strategic expansion in India's infrastructure sector. The trust announced the completion of this significant transaction on January 23, 2026, through a regulatory filing to the stock exchanges.

Transaction Overview

The acquisition involves VM7 Expressway Private Limited, which serves as the concessionaire for the Vadodara Mumbai Expressway project. The following table outlines the key transaction details:

Regulatory Timeline and Approvals

The transaction follows a structured approval process that began with initial disclosures in December 2025. The trust had previously disclosed details about the proposed acquisition on December 1, 2025, providing stakeholders with comprehensive information about the strategic initiative. Subsequently, unitholders of IRB InvIT Fund granted their formal approval for the acquisition on December 24, 2025, demonstrating strong stakeholder support for the expansion strategy.

Project Implementation Framework

As part of the comprehensive transaction structure, the trust has entered into Project Implementation Agreements with the sponsor. These agreements establish a clear operational framework for the VM7 Project going forward. Under the terms of these agreements, IRB Infrastructure Private Limited will assume the role of Project Manager for the VM7 Project upon the closing of the share purchase agreement.

The Project Implementation Agreements ensure continuity of project management expertise and maintain operational efficiency during the transition period. This arrangement leverages the sponsor's existing capabilities while integrating the asset into the trust's portfolio.

Strategic Significance

The VM7 Expressway acquisition represents a significant addition to IRB InvIT Fund's infrastructure portfolio. The Vadodara Mumbai Expressway project enhances the trust's presence in critical transportation corridors connecting major economic centers in western India. This strategic positioning aligns with the trust's objective of building a diversified portfolio of revenue-generating infrastructure assets.

The successful execution of definitive agreements marks the completion of the formal acquisition process, with the trust now moving toward the operational integration phase of the VM7 Project.