Jana Small Finance Bank approves ₹728 crore fund raise via preferential issue; Check list of investors

Jana Small Finance Bank has also separately approved raising up to ₹500 crore through a private placement of rated, listed, unsecured, subordinated, redeemable non-convertible debentures classified as Lower Tier II Capital under Basel II norms.

Jana Small Finance Bank's board of directors, have approved a preferential warrant issue, on Monday, May 18, to raise up to ₹728.5 crore from six institutional and individual investors.

The transaction, first reported by CNBC-TV18 last week, has now been formally disclosed to both NSE and BSE through a regulatory filing under Regulations 30 and 51 of SEBI's Listing Obligations and Disclosure Requirements Regulations.

The largest single subscriber is GWC Family Fund Investments Pte. Ltd., a Singapore-incorporated entity forming part of the TVS Venu group, which will receive 68.29 lakh warrants amounting to a 5.64% stake on a fully diluted basis.

Second-largest allocation will be to 2I Capital PCC, which will be issued 55.25 lakh warrants (4.57%), with the investment to be beneficially held by SESR Investments Pte. Ltd. — a holding company owned by Shruti Lohia, daughter of Indorama Corporation founder SP Lohia.

Here's a look at the list of investors:

Each warrant carries the right to subscribe to one equity share of face value ₹10 at the warrant subscription price of ₹464.82 — implying a share premium of ₹454.82 per share.

Upon subscription, investors will pay 25% of the warrant price upfront, with the remaining 75% payable at the time of exercising the warrants into equity. The warrants are exercisable in one or more tranches within 18 months of allotment; any unexercised warrants will lapse and upfront amounts paid will be forfeited.

The bank has also separately approved raising up to ₹500 crore through a private placement of rated, listed, unsecured, subordinated, redeemable non-convertible debentures classified as Lower Tier II Capital under Basel II norms. These NCDs are proposed to be listed on BSE Limited, with specific coupon, tenor, and pricing details to be finalised by the board.

To facilitate the warrant issuance, the board has approved an amendment to the Bank's Articles of Association inserting a new Article 7A, which expressly enables the bank to issue warrants and other convertible securities on a preferential or private placement basis. The amendment requires shareholder approval by special resolution at the June 11 EGM before it becomes effective.

No investor has been granted board nomination rights, veto rights, control rights, or any additional information privileges under the terms of the agreements. The subscription warrants themselves carry no voting rights prior to conversion into equity shares.