Larsen & Toubro has executed a Securities Purchase Agreement to divest its wholly owned subsidiary Nabha Power Limited (NPL) to Torrent Power Limited for ₹3,660.87 crores. The transaction, announced on February 16, 2026, involves the sale of 100% equity and convertible instruments held by L&T Power Development Limited (L&T PDL) in NPL.

Transaction Structure and Timeline

The divestment involves multiple entities within the L&T group. L&T PDL, a wholly owned subsidiary of Larsen & Toubro, currently holds 100% stake in NPL. Upon completion of the transaction, NPL will cease to be a wholly owned subsidiary of L&T.

The closing of the transaction is subject to fulfillment of closing conditions as agreed in the Securities Purchase Agreement and requisite regulatory approvals.

Financial Impact and Contribution

Nabha Power Limited's financial contribution to L&T's consolidated operations demonstrates its significance within the group's portfolio. As of March 31, 2025, NPL's financial metrics showed substantial contribution to the parent company's overall performance.

About Nabha Power Limited

NPL owns and operates a 1,400 MW (2 X 700 MW) supercritical coal-fired thermal power plant located at Rajpura in Patiala district, Punjab. The facility was commissioned in 2014 under Case II Competitive Bidding Guidelines of Government of India and operates under a 25-year Power Purchase Agreement.

The power plant has demonstrated exceptional operational performance:

• Highest-ever Plant Availability Factor (PAF) of 95.36% in FY25
• Plant Load Factor (PLF) of 94.33% in July 2024
• Ranked 2nd among all thermal power plants (>500 MW) in India

The facility operates with long-term Fuel Supply Agreements with SECL and NCL for 2.775 million MT and 2.464 million MT respectively, along with mechanisms for alternate coal procurement. The plant's equipment is designed to blend domestic and imported coal, providing operational and fuel flexibility.

Strategic Rationale and Management Commentary

The divestment represents a value-driven monetization exercise, leveraging NPL's long-term power purchase agreement and stable operating performance. The transaction aligns with L&T's broader strategy to exit the development projects business.

S N Subrahmanyam, Chairman & Managing Director of L&T, commented that the divestment aligns with L&T's strategic objective of unlocking value to strengthen robust core businesses, positioning the company to create long-term value for all stakeholders.

Samir Mehta, Chairman of Torrent Power Ltd, stated that the acquisition marks Torrent's entry into the high-growth power market of northern India. He emphasized that NPL will add a high-quality, well-established operating asset supported by fully contracted cash flows and a strong operational track record.

Buyer Profile

Torrent Power Limited is an integrated power utility and one of the largest private sector players in India. The company has interests in power generation, transmission, distribution, and manufacturing and supply of power cables, with its registered office in Ahmedabad, Gujarat. Torrent does not form part of the Promoter Group or Group Companies of L&T, and the transaction does not fall within related party transactions.

Larsen & Toubro Limited has incorporated a wholly owned subsidiary in the Netherlands to strengthen its presence in the offshore wind energy sector. The company announced the establishment of L&T Energy Offshore Wind B.V., which was registered with the Dutch Trade Register on February 10, 2026.

Subsidiary Details

The new subsidiary has been incorporated with specific parameters designed for offshore wind operations:

Business Focus and Operations

L&T Energy Offshore Wind B.V. has been formed specifically for engaging in offshore wind business operations. The subsidiary will be dedicated to advancing clean and sustainable energy solutions through comprehensive service offerings.

The entity will provide turnkey EPCIC services, which include:

• Engineering, Procurement, Construction, Transportation, Installation and Commissioning
• Specialization in offshore HVAC/HVDC substations
• Wind Turbine Generator (WTG) foundations
• Both fixed and floating structures

Financial Structure

The subsidiary has been established through a cash subscription model, with Larsen & Toubro subscribing to 100% of the share capital amounting to 1 EURO. As a newly incorporated entity, L&T Energy Offshore Wind B.V. is yet to commence its business operations, making turnover and operational history not applicable at this stage.

Regulatory Compliance

The incorporation has been disclosed under Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The company confirmed that no governmental or regulatory approvals were required for this acquisition, and the subsidiary formation does not fall under related party transactions requiring arm's length considerations.

This strategic expansion into the Netherlands positions Larsen & Toubro to capitalize on the growing offshore wind energy market in Europe, leveraging its engineering and construction expertise in the renewable energy sector.