Federal Bank approved a ₹6,196 crore preferential issue of 27.29 crore warrants to Asia II Topco XIII Pte. Ltd. at ₹227 each. The deal includes the right to nominate a director and awaits shareholder and regulatory approvals.
Source: Federal Bank Press Release (NSE Exchange Filings) | Published on Oct 24, 2025
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As quoted in Federal Bank's press release (NSE Exchange Filings) on October 24, 2025, the company executed an investment agreement with Asia II Topco XIII Pte. Ltd., an affiliate of Blackstone. The agreement provided for a preferential issue of warrants on a private placement basis for an aggregate amount of ₹6,196.51 crore.
The offer consists of 27,297,4043 warrants, each of which will be convertible into one fully paid equity share having a face value of ₹2 at an issue price of ₹227 per warrant, including a premium of ₹225 per equity share. The exercise of the warrants in full will result in a maximum of 9.99% of Federal Bank's paid-up capital.
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Preferential issue of ₹6,196.51 crore approved.
Asia II Topco XIII Pte. Ltd. to receive up to 27.29 crore warrants.
Each warrant is priced at ₹227, with 25% payable upfront.
Full conversion grants a stake of up to 9.99% in the bank.
Investor gains nomination rights for a non-executive director.
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The agreement has been executed in the context of Federal Bank's capital-raising exercise. The warrants will be allotted on a Private Placement basis in accordance with Chapter V of SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2018.
The bank and investor have agreed that the subscription will require the investor to pay 25% of the warrant price at the time of subscription, with the remaining 75% of the average warrant price payable at the time of conversion of the warrants into equity shares. The conversion shall occur within a period of 18 months from the date of allotment, but can also be revised as per the terms of the agreement.
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Parameter | Details |
Total Warrants | 27,29,74,043 |
Issue Price per Warrant | ₹227 (including ₹225 premium) |
Total Value | ₹6,196.51 crore |
Payment Schedule | 25% at subscription, 75% at conversion |
Conversion Timeline | 18 months from allotment |
Post-conversion Stake (approx.) | 9.99% |
Investor | Asia II Topco XIII Pte. Ltd. |
As per the provisions of the deal, the investor will have the right to recommend one retiring non-executive member of the Federal Bank board (of directors), subject to (i) the exercise of all warrants and (ii) maintaining at least 5% the bank’s paid-up capital.
The deal requires approvals from the Reserve Bank of India, the Competition Commission of India, and the bank's shareholders. An Extraordinary General Meeting (EGM) is scheduled for November 19, 2025, to seek shareholders' approval to access the preferential issue and the special rights. The record date for voting has been slated for November 12, 2025.
Asia II Topco XIII Pte. Ltd. has no pre-issue shareholding. The investor will have up to a 9.99% share of paid-up equity capital after converting all of the warrants. The agreement states that after 18 months, the warrants will expire, and the upfront amount paid for them will be lost.
The Board of Federal Bank meeting, which approved the deal, commenced at 8:09 AM and concluded at 8:55 AM on October 24, 2025. The Federal Bank clarified that none of these transactions are related-party transactions, as the investor is not related to the Bank's group of entities.
Federal Bank share price stands at ₹204.90 per share on the BSE as of October 24, 2025, at 1:00 PM IST, up by 1.28%.
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