NIIF expands highways portfolio in three acquisitions

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National Investment and Infrastructure fund highway expansion project

The National Investment and Infrastructure Fund (NIIF) has expanded its highways and ports portfolio with the acquisition of two major projects in Jammu and Kashmir, and increased its stake in Hindustan Ports (HPPL).

The NIIF Master Fund acquired 100% of the SP Jammu Udhampur Highway (SP JUHi) for INR22.9 billion (USD290 million) and the Navayuga Quazigund Expressway for USD380 million, while it purchased a 22.5% stake for INR225 billion in United Arab Emirates-based DP World’s HPPL.

DSK Legal, Shardul Amarchand Mangaldas & Co (SAM), Khaitan & Co and AZB & Partners were lead advisers in the three deals.

Jammu Udhampur Highway

DSK teams acted for NIIF in steering the 100% takeover of SP JUHi from Shapoorji Pallonji Group (SP Group) through the NIIF Master Fund.

SP JUHi is a special purpose vehicle promoted by Shapoorji Pallonji Roads (which holds a 74% stake in SP JUHi) and Shapoorji Pallonji and Company (which holds the remaining 26% stake).

The project aims to strengthen and expand a 64.58km stretch of highway to four lanes from Jammu to the Udhampur section on National Highway (NH) 1A in Jammu and Kashmir.

It involves 66 major and minor bridges, 12 underpasses and four twin-tube tunnels in a hilly terrain enhancing connectivity to one of the popular holy sites, Shri Mata Vaishno Devi Shrine.

AZB represented the SP Group, one of the leading businesses in the construction space with a legacy of 150 years.

DSK’s core team was led by partners Anjan Dasgupta, Harvinder Singh, principal associate Shruti Dogra and associate Archit Gupta.

The team representing NIIF on the refinancing leg of the transaction comprised partner Avinash Khard, associate partner Roochi Loona and Gupta.

The legal due diligence team included partner Aninda Pal, senior associate Monika Roy, senior associate Manhar Gulani and associate Abhikalpa Ghosh.

Associate partner Abhishek Singh Baghel advised on the competition law aspects of the transaction.

Navayuga Quazigund Expressway

The Navayuga Group, which offloaded its whole stake in the Quazigund to Banihal section of NH 44, was in charge of the expressway’s design, rehabilitation, strengthening, expansion to four lanes, operation and maintenance.

SAM acted as counsel for Navayuga led by partners Deepto Roy and Abhishek Guha, principal associates Abhijit Mukherjee, Shashank Prabhakar and Rohit Rajagopal, with the support of associates Rupal Panganti and Anjuli Hora.

Khaitan partner Akhil Bhatnagar, counsel Anuj Sahay and associate Srijita Jha acted for NIIF on the deal.

The due diligence team comprised principal associate Prashant Kumar Singh, and senior associates Bhagirath Ashiya, Sathyajith Nair and Tavishi Srivastava.

Partner Sagardeep Rathi and senior associate Ebaad Nawaz Khan handled the competition law aspects of the deal.

Hindustan Ports

In a bid to broaden its existing partnership, NIIF bought a 22.5% equity stake in HPPL for INR225 billion. This transaction marks the NIIF Master Fund’s single largest investment, and raises investment in the NIIF-DP World partnership to USD500 million.

NIIF and the Dubai-based port operator DP World in January 2019 created a INR191 billion platform to invest in ports, terminals, transportation and logistics businesses in India.

AZB advised DP World with a team comprising partners Darshika Kothari, Vasudha Asher, Kunal Kumbhat, Qais Jamal, Bharat Budholia and Aditya Singh Chandel, along with senior associates Raghav Shah, Aashna Kothari and Gayatri Pradhan.

India established NIIF in 2015 as the country’s first sovereign wealth fund for infrastructure financing and is registered with the Securities and Exchange Board of India. It manages more than USD4.3 billion worth of assets in three funds – the NIIF Master Fund, the NIIF Fund of Funds and the NIIF Strategic Opportunities Fund. The master fund is one of India’s largest infrastructure funds.