We are one of the pioneer law firms in the Infrastructure Investment Trusts (“InvIT”)/ Real Estate Investment Trusts (“REIT”) markets in India, having been involved on all significant recent deals.

Our team has been involved with several InvITs, REITs and their respective sponsors and managers through their entire life cycle, including formation, listing and subsequent acquisitions and fund-raising. We have been involved on all significant privately placed InvIT transactions as on date and we are the only Indian law firm has acted on transactions involving each of the four listed REITs. Our early involvement in the InvIT and REIT products have given us an opportunity to participate in the development of the InvIT/REIT product, in coordination with the regulator and other market participants.

InvITs

We advise sponsors, investment managers and lead managers in structuring and setting–up InvITs, undertaking initial offers on a public and private placement basis and undertake subsequent acquisitions and related fund-raising. We advise sovereign wealth funds and marquee private equity investors in their investments in public and private InvITs.  Our significant deals include:

• NDR InvIT Trust sponsored by NDR Ware Housing Private Limited: advising lead manager in relation to proposed private placement of units aggregating up to ₹ 11,655 million by NDR InvIT Trust in 2023.
• Bharat Highways Trust sponsored by Lokesh Builders Private Limited (GR Infrastructure Group): proposed public issue of units by Bharat Highways Trust.
• Cube Highway Trust sponsored by the Cube Highways group: advised Mubadala Investment Corporation (MIC) in its investment in 2023 to acquire a minority stake in the initial offer aggregating to $ 630 million (approx.) undertaken by Cube Highways Trust
• India Infrastructure Trust (Pipeline InvIT) sponsored by Brookfield: ₹ 130,100 million simultaneous offering including initial offer of units through a private placement and issuance of listed, redeemable, secured, non–convertible debentures in 2019 – this is the second largest fund raise by an InvIT until date.
• Oriental Infra Trust sponsored by the Oriental group: ₹ 23,000 million initial offer of units through a private placement in 2019.
• Virescent Renewable Energy Trust sponsored by Terra Asia Holdings II Pte. Ltd. (KKR): ₹ 4,600 million initial offer of units through a private placement in 2019.
• IndInfravit Trust sponsored by L&T Infrastructure Development Projects Limited: advised Allianz Capital Partners GmbH (ACP) for acquisition of 25% unitholding stake through the initial offer on a private placement basis undertaken by IndInfravit Trust in 2018 – the first private placement undertaken by an InvIT in India.
• Digital Fibre Infrastructure Trust sponsored by Reliance Industrial Investments and Holdings Limited: advised Public Investment Fund, Kingdom of Saudi Arabia for acquisition of 25% unitholding stake in the Digital Fibre Trust in 2020.
• National Highways Infra Trust sponsored by National Highways Authority of India (NHAI): advised CPPIB for acquisition of 25% unitholding stake through initial offer on a private placement basis undertaken by National Highways Infra Trust in 2021. This is the first completed initial offering on a private placement basis of InvIT by any statutory body. We also advised CPPIB and OTPP on their follow– on investments in the National Highways Infra Trust in 2022.
• Powergrid Infrastructure Investment Trust (“PG InvIT”) sponsored by Powergrid Corporation of India Limited: advised CPPIB on acquisition of 10.09% unitholding stake through an initial public offering by the PG InvIT – this is the first completed initial public offering of InvIT by any public sector entity and the largest public INVIT or REIT in the Indian market sponsored by a public sector entity until date.

REITs

We advise sponsors, investment managers and lead managers in structuring and setting–up REITS, undertaking initial public offers and undertake subsequent acquisitions and related fund-raising.

• Advised Mindspace Business Parks REIT, its sponsors (Anbee Constructions LLP and Cape Trading LLP) as well as the investor selling shareholders (entities affiliated to the Blackstone Group Inc.) and its manager (K Raheja Corp Investment Managers LLP) in connection with setting up and IPO aggregating to ₹ 45,000 million in 2020.
• Advised Brookfield India REIT, its sponsors and its manager in connection with setting up and IPO aggregating to ₹ 38,000 million in 2020 an institutional placement of its units aggregating ton R 23,000 million in 2023. We are the only law firm to have acted on all institutional placements by REITs to date.
• Advised the lead managers (Morgan Stanley, Kotak Mahindra, BofA Securities, J. P. Morgan, Axis Capital, HSBC Securities and IIFL Securities) in relation to the institutional placement of the units of Embassy Office Parks REIT aggregating to ₹ 36,852 million in 2020.
• Advised JP Morgan, Morgan Stanley, Kotak and other investors regarding their underwriting arrangements and investment into a maiden debt issuance by Embassy Office Parks REIT for an amount aggregating up to ₹ 36,500 million in 2019. This was the first listed REIT in India and the first debt transaction by a listed REIT in India.
• Advised the arrangers and initial investors such as Morgan Stanley, JP Morgan and Kotak Mahindra in connection with issuance of listed and secured debt issuance by Embassy Office Parks REIT aggregating up to ₹ 15,000 million in 2020 and ₹ 26,000 million and ₹ 3000 million in 2021.
• Advised Mindspace Business Parks REIT in connection with its maiden listed and secured debt issuance for an amount aggregating up to ₹ 5000 million in 2020. This was the first market linked debt issuance by a listed REIT in India.
• Advised Mindspace Business Parks REIT in connection with the follow–on secured listed debt issuance by Mindspace Business Parks REIT for ₹ 2000 million in 2020, ₹ 3750 million, ₹ 750 million in 2021, and ₹ 5000 million in 2023, and by Sundew Properties Limited (a special purpose vehicle of Mindspace Business Parks REIT) for ₹ 4000 million in 2021.
• Counsel to Mindspace Business Parks REIT in connection with its maiden listed and secured green debt issuance for an amount aggregating up to ₹ 5500 million in 2023. This was the first green debt issuance by a listed REIT in India.
• Counsel to Barclays Bank PLC, The Hongkong and Shanghai Banking Corporation Limited, Morgan Stanley Bank, N.A., and Nomura Singapore Limited in connection with the margin finance facility availed by the Blackstone Group, of an aggregate principal amount of up to US$ 230,000,000, secured by way of pledge on certain underlying units of Nexus Select Trust REIT.