CAM, SAM, and Trilegal act on TPG’s USD467m AIFL acquisition

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AIFL acquisition by TPG consortium
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Cyril Amarchand Mangaldas (CAM), Shardul Amarchand Mangaldas & Co (SAM) and Trilegal have advised on a TPG Rise Climate Fund-led consortium’s proposed INR45 billion (USD467 million) 100% acquisition of Aseem Infrastructure Finance Limited(AIFL).

TPG leads a consortium comprising Singapore’s sovereign wealth fund GIC and Mumbai headquartered ICICI Bank.

“Infrastructure and climate resilience are increasingly becoming central to India’s growth story, and transactions in this sector require not only legal execution but also a deep understanding of regulatory, commercial and long-term investment considerations,” lead partner for the CAM team, Iqbal Khan, told India Business Law Journal.

“Working alongside a sophisticated client and an outstanding team made this a particularly rewarding mandate. It also reinforces the role that long-term private capital can play in supporting India’s infrastructure ambitions.”

Khan added, “Transactions in the infrastructure sector invariably involve balancing commercial objectives with a complex regulatory and contractual landscape, while ensuring the transaction remains executable and future-proof.

“One of the defining characteristics of this deal was the collaborative approach adopted by all stakeholders, which enabled issues to be addressed pragmatically and efficiently. As India continues to attract long-term capital into infrastructure and energy transition, I expect transactions to become increasingly sophisticated, with greater emphasis on governance, risk allocation and execution certainty.”

AIFL’s existing shareholders are the National Investment and Infrastructure Fund’s Strategic Opportunities Fund (NIIF SOF), Sumitomo Mitsui Banking Corporation and the Indian government.

CAM advised TPG on the AIFL acquisition, with senior partner Khan leading the team, which comprised partner and head of competition Avaantika Kakkar, and partners Ashid Basheer, Pranav Sharma and Jian Johnson. L Vishwanathan provided strategic advice.

The team also comprised principal associates Pranav Tolani, Subbalaxmi S and Sukriti Sarwan; senior consultant Anshul Jain; senior associates Shreya Mukherjee, Shobhit Dave, Vanya Agarwal and Pushkar Singh; and associates Gunjan Singh, Ishaan Kulshrestha, Sanjana Reddy, Yusuf Kathawala, Eesha Tirodkar, Medha Puvvala, Kruttika Lokesh, Naomi Manoj, Prakhar Khandal, Aswath Srinivasan, Ryan Joseph, Kartik Mishra and Arundhati Rajput.

SAM acted for the NIIF SOF, advising on the review, negotiation and finalisation of the share purchase agreement, the transaction documents, the regulatory applications to be filed with the Reserve Bank of India (RBI) and the Competition Commission of India (CCI), and other matters.

The SAM team comprised partners Manav Nagaraj, Bhargava KS, Rohan Arora, Supritha Prodaturi and Zubin Mehta, senior associates Swapna Easwaramoorthy, Vasudha Verma and Shubhra Bagel, and associates Parinita Kare and Rohan Dembani.

Trilegal advised GIC, Singapore’s sovereign wealth fund, on all aspects of the acquisition, including its rights under the transaction documents and the RBI application for change in control of AIFL.

The Trilegal team comprised partners Harsh Maggon and Shruti Rajan, counsel Nehal Binani and Jitesh Maheshwari, and senior associates Ritika Dhabaria and Ananya Dash.

Once finalised, ICICI Bank will hold 5% of AIFL, while TPG and GIC will share 95%. Transaction completion is subject to the regulatory RBI and CCI approvals.

AIFL provides financing solutions for India’s infrastructure sector. TPG Rise Climate Fund is TPG’s dedicated climate impact investment platform, focused on scaling decarbonisation, clean energy transition, and sustainable mobility through large-scale investments across North America, Europe and emerging markets.

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