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Adani Enterprises Limited, through its subsidiary Adani Road Transport Ltd, has signed an agreement to acquire 100% stake in D P Jain TOT Toll Roads Private Limited (DPJTOT) in a landmark transaction valued at an enterprise value not exceeding Rs 13.42 billion. This acquisition aligns with Adani’s strategic expansion in the road infrastructure space, further consolidating its position as one of India’s leading players in toll road operations and asset monetization. The move is expected to bolster Adani’s infrastructure portfolio with significant high-quality toll road assets, ensuring steady cash flows and long-term value creation.
Details of the Acquisition:
The acquisition was formalized through a Share Purchase Agreement on September 11, 2025, where Adani Road Transport Ltd agreed to purchase the entire equity stake of DPJTOT.
DP Jain TOT Toll Roads is a special purpose vehicle that operates key toll road assets under National Highways Authority of India’s (NHAI) Toll-Operate-Transfer (TOT) program.
The transaction includes associated companies that form part of DPJTOT’s portfolio, which spans strategically important highway stretches with stable traffic volumes and long concession tenures.
The enterprise value for the acquisition is capped at Rs 13.42 billion, reflecting a valuation premium aligned with the quality and cash flow generating potential of the assets.
Strategic Importance:
This acquisition enhances Adani’s already formidable presence in India’s road infrastructure market, complementing its portfolio of Build-Operate-Transfer (BOT) and Hybrid Annuity Model (HAM) projects.
DPJTOT’s toll road assets provide Adani with diversified geographical exposure across Gujarat and other western Indian states, underpinning resilient revenue streams.
The deal supports Adani’s vision of becoming India’s pre-eminent road transportation platform managing thousands of lane kilometers of national highways.
With rising vehicle traffic on national highways and regulatory frameworks favoring asset monetization, the acquisition promises stable and predictable cash flows over the concession period.
Market and Industry Context:
The NHAI’s TOT program has been a key catalyst for private sector participation in highway asset management, facilitating the monetization of operational roads with established traffic and revenue.
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Adani Enterprises has emerged as a leading bidder and operator in successive TOT auctions, driven by its strong financial position and operational expertise.
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The Indian government’s focus on infrastructure development and road connectivity expansion presents lucrative opportunities for toll road operators like Adani.
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The acquisition is expected to improve Adani’s EBITDA margins and strengthen its balance sheet due to the low-risk nature of toll road cash flows.
Financial Outlook and Outlook:
The acquisition cost of Rs 13.42 billion will be funded through a mix of internal accruals and external debt, maintaining a healthy capital structure for the Adani group.
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Financial analysts expect the toll road assets to generate robust returns with inflation indexation protection embedded in concession agreements.
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The deal reinforces Adani Road Transport’s leadership in toll management and infrastructure asset services, positioning it for sustained growth and value creation.
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This acquisition also dovetails with Adani’s long-term India growth thesis, aligned with infrastructure modernization and economic expansion.
Conclusion:
Adani Enterprises’ acquisition of DP Jain TOT Toll Roads marks a strategic milestone in the group’s roadmap to becoming the country’s foremost road infrastructure powerhouse. With the enterprise value of Rs 13.42 billion, the deal significantly augments Adani’s toll asset base and strengthens its earnings visibility in a growing highway sector. As India accelerates infrastructure development, such acquisitions will be core to the group’s vision of leading the nation’s transport and logistics transformation.
Relevant Sources: Business Upturn, Marketscreener, Economic Times, Adani Enterprises Official Media Releases, Indian Infrastructure News
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