Target Entity

NCR Rail Infrastructure Limited (NCR Rail) and its wholly-owned subsidiary, AMD Business Support Services Private Limited (AMD).

Type of Deal

Acquisition of 100% share capital pursuant to a Resolution Plan approved under the Insolvency and Bankruptcy Code, 2016 (IBC 2016).

Stake/Capacity

  • 100% shareholding in NCR Rail acquired.
  • NCR Rail owns and operates a Private Freight Terminal in Khurja, Uttar Pradesh, with six rail lines.
  • The facility includes two covered, fully constructed, and operational warehouses with an area of approximately 0.2 million square feet.
  • It owns a land bank of approximately 130 acres.
  • The facility is strategically located ~90 km from New Delhi and ~40 km from the upcoming Jewar Airport.
  • 100% shareholding in AMD, a non-operational entity, was also acquired as a consequence.

Deal Value

  • The total cost of acquisition for NCR Rail is ₹467.47 Crore.
  • An additional ₹41.94 Crore was paid towards the purchase of ~39.57 acres of land from Arshiya Limited as per the Approved Resolution Plan.
  • The acquisition of AMD was for a cash consideration of ₹1,00,000.
  • The consideration for both acquisitions was entirely in cash.

Funding Source

The source of funding is not disclosed in the document.

Financial Impact (if disclosed)

The document provides the historical financials of NCR Rail for context, noting that its net worth reflects its position prior to the implementation of the resolution plan. The liabilities of NCR Rail have been dealt with in accordance with the terms of the Approved Resolution Plan.

  • NCR Rail Financials (₹ Crore):
  • Revenue from operations: FY 2024: 8.63, FY 2025: 10.10, FY 2026: 11.19
  • PAT: FY 2024: (1367.12), FY 2025: (23.34), FY 2026: (25.96)
  • Net Worth: FY 2024: (2118.87), FY 2025: (2142.73), FY 2026: (2168.69)
  • No forward-looking financial impact, such as expected revenue contribution or synergy expectations, is disclosed.

Timeline

The acquisition was completed and became effective on 10th September, 2026. NCR Rail and AMD are now step-down wholly-owned subsidiaries of JSW Infrastructure Limited.

Strategic Rationale

The stated object of the acquisition is the "Integration & Expansion of logistics business." The strategic assets acquired (freight terminal, land bank, warehouses) support this rationale by enhancing JSW Infrastructure's logistics capabilities and footprint.

Approval Status

The acquisition was completed following the approval of the Resolution Plan by the Hon'ble National Company Law Tribunal (NCLT), Mumbai, Bench II, vide its order dated 22nd January, 2026. All necessary governmental/regulatory approvals were obtained through this process.

Reference Regulation

The announcement is made in compliance with Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, and refers to SEBI Master Circular No. HO/49/14/14(7)2025-CFD-POD2/I/3762/2026 dated 30th January, 2026.