Cintra acquires part of IRB Infra Trust, MMK Toll Road

07 Jun 2024 CW Team

A notification from the competition authority states that the Competition Commission of India (CCI) has authorised Cintra's planned combination, comprising the acquisition of IRB Infrastructure Trust and MMK Toll Road Private Limited. The buyers are Cintra IM Investments B.V. and Cintra InvIT Investments B.V. The Acquirers are fully-owned subsidiaries of Cintra Global S.E., a member of the Ferrovial Group that was created in the Netherlands specifically for the purpose of the proposed merger. The Ferrovial Company is a worldwide developer of transportation infrastructure, mobility solutions, engineering, and the construction of civil works and structures. The Cintra subsidiary of the Ferrovial Group is responsible for managing and developing toll roads. The Indian Trusts Act of 1882 and the Infrastructure Investment Trusts Regulations of 2014, both issued by SEBI, govern the IRB Infrastructure Trust (Private InvIT), a private trust. GIC and IRB Infrastructure Developers Ltd. (IRB ListCo) are the trust's sponsors. It manages 14 roadway assets that are in operation in accordance with the concessions given by the relevant nodal bodies. The Private InvIT holds all of its road projects through SPVs and makes investments in road infrastructure assets in India. The investment manager of the private InvIT, which is an InvIT registered with SEBI, is MMK Toll Road Private Limited (IM). As per the CCI release, the proposed combination entails Cintra SPV 1 (InvIT Transaction) acquiring approximately 24% of the issued and outstanding unitholding (on a fully-diluted basis) along with certain rights that have been commercially negotiated in the Private InvIT; concurrently, Cintra SPV 2 will acquire approximately 24% of the equity shareholding and the right to nominate a director on the board of directors of the Instant Mutual Trust (IM).

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