Bharat Highways InvIT IPO

Sizeable portfolio of stable revenue generating assets with no construction risk and long-term predictable cash flows;

Geographically diversified road asset portfolio and revenue base;

Consistent track record in operating and maintaining projects in the roads sector in India;

Attractive industry sector with strong underlying fundamentals and favourable government policies;

Growth opportunities and rights to expand portfolio of assets;

Skilled and experienced management team with industry experience with a focus on corporategovernance.

The InvIT is a newly settled trust and does not have an established operating history, which will make it difficult to accurately assess itd future growth prospects.

Consummation of the Formation Transactions pursuant to which it will acquire the Project SPVs is subject to certain conditions.

Its failure and inability to identify and acquire new infrastructure assets that generate comparablerevenue, profits or cash flows may have an adverse effect on its business, financial condition, cashflows and results of operations and its ability to make distributions.

All of its revenue from it InvIT Assets is dependent on receiving consistent annuity income from NHAI.

If any of its InvIT Assets are terminated prematurely, its may not receive payments due to it which may result in a material adverse effect on its financial condition.

If its fail to maintain the roads constructed by it pursuant to and as per the relevant contractualrequirements, its may be subject to penalties or even termination of it contracts, which may have a material adverse effect on its reputation, business, financial condition, results of operations and cash flowsIf its fail to maintain the roads constructed by it pursuant to and as per the relevant contractual requirements, its may be subject to penalties or even termination of it contracts, which may have a material adverse effect on its reputation, business, financial condition, results of operations and cashflows.

Its may be subject to increase in costs, including O&M costs, which it cannot recover by increasingannuity income under the relevant Concession Agreement.

There are risks associated with the potential acquisition of the ROFO Assets by the InvIT pursuant to the ROFO Agreement.

Its may face limitations and risks associated with debt financing, refinancing and restrictions oninvestment, which may adversely affect its operations and its ability to make distributions to Unitholders.

The acquisition by the InvIT of the Project SPVs from GRIL may be subject to certain risks, whichmay result in damages and losses, and conditions that may prevent the InvIT from acquiring theProject SPVs, operating and maintaining the InvIT Assets or providing debt financing to them.