PNB Housing Finance To Raise INR 4,000 Cr

The board has approved the capital raise to be led by entities affiliated to The Carlyle Group

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Housing finance company PNB Housing Finance Ltd, on Monday, announced that its board has approved a capital raise of up to INR 4,000 crore, led by entities affiliated to The Carlyle Group Inc.

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Pluto Investments S.a.r.l., an affiliated entity of Carlyle Asia Partners IV, L.P. and Carlyle Asia Partners V, L.P. (together, “Carlyle”) has agreed to invest up to INR 3,185 crore through a preferential allotment of equity shares and warrants, at a price of INR 390 per share. Existing shareholders of the company, funds managed by Ares SSG and General Atlantic, are also participating in the capital raise. PNB will continue to be the Promoter and a key stakeholder in the company, a statement said.

“This fundraise, and Carlyle’s continued support puts us in a strong position to benefit from the growing opportunities in the housing finance sector including in the affordable housing loans and self-employed segments, where we have developed differentiated capabilities in terms of distribution, underwriting, and customer service. The current fundraise and planned strengthening of the Board and management team will enable us to accelerate our strategic priorities, including further expanding our footprint, driving the company’s digitalization, improving our operating model and customer engagement,” said Hardayal Prasad, managing director, and chief executive officer, PNB Housing Finance.

The transaction is subject to customary regulatory approvals as well as shareholder approval. Pursuant to the Securities and Exchange Board of India’s Takeover Regulations, the proposed transaction will trigger a mandatory open offer by Pluto Investments S.a.r.l. for the purchase of up to 26 per cent equity shares of PNB Housing Finance from public shareholders.

“This capital raise will significantly strengthen PNB Housing Finance’s capital base. We’re delighted for them to reach this milestone, and to see the encouraging improvement in industry dynamics. We are strongly committed to supporting PNB Housing Finance’s future success, and look forward to continuing our partnership with Carlyle, and PNB Housing Finance,” noted Mallikarjuna Rao, managing director, and chief executive officer, Punjab National Bank. 

As part of this transaction, Salisbury Investments Pvt. Ltd., the family investment vehicle of Aditya Puri, senior advisor, Carlyle Asia, and the former chief executive officer and managing director, HDFC Bank, will also invest in the capital raise. Aditya Puri is expected to be nominated to the PNB Housing Finance Board as a Carlyle nominee director in due course.

“We have developed a strong partnership with PNB Housing Finance since our investment six years ago, leveraging our industry expertise and networks to help the company navigate sector headwinds, strengthen its business, and position it for future growth. This substantial additional investment reflects Carlyle’s strong commitment to India as a core market. We look forward to continuing our partnership with a leading bank like PNB to support the company as it embarks on a new growth journey,” shared Sunil Kaul, managing director, Carlyle Asia advisory team.

The key objective of raising capital is to augment capital adequacy, reduce gearing and accelerate growth with a focus on retail housing including self-employed and affordable housing loans such as the Unnati segment. Assuming full capital infusion (including warrants) and no other change to the March 31, 2021 financials, the capital adequacy ratio of the company as of March 31, 2021, would increase from 18.7 per cent to over 28 per cent and gearing as of March 31, 2021, will decline from 6.7-time to less than fivefold.

“I believe PNB Housing Finance with its enhanced capital base is very well positioned to meet the growing demand in its areas of operation. I look forward to helping the company in this exciting journey,” added Aditya Puri, senior advisor, Carlyle Asia, and former chief executive officer and managing director, HDFC Bank.

Since its establishment in 1895, seven banks have merged with PNB, including United Bank of India and Oriental Bank of Commerce in 2020, giving PNB a wider geographical reach which enables it to serve its customers more effectively and efficiently.