Federal Bank Approves ₹6,196 Crore Preferential Issue to Asia II Topco XIII Pte. Ltd.; EGM Set for November 19

Kochi, October 24, 2025 – Federal Bank Ltd (NSE: FEDERALBNK, BSE: 500469) has disclosed plans for a substantial capital infusion by approving the issuance of a preferential issue of up to 27.29 crore warrants to Asia II Topco XIII Pte. Ltd., for a total consideration of ₹6,196.51 crore. The warrants will be issued at a price of ₹227, entitling the holder to one fully paid-up equity share of a face value of ₹2.

As of 11:33 AM IST, shares of Federal Bank Ltd are trading at ₹228.74, which is a 0.39% gain in the NSE.

Key Highlights of the Preferential Issue

The bank confirmed the preferential issuance of 27.29 crore warrants to Asia II Topco XIII Pte. Ltd. Each warrant is priced at ₹227, comprising a ₹2 face value and a ₹225 premium, for a total consideration of approximately ₹6,196.51 crore.

For the consideration payment, 25% is payable upfront, and 75% is payable at the time of conversion. The warrants will be valid for a period of 18 months from the date of issuance. Following the exercise of all the warrants, Asia II Topco XIII Pte. Ltd. is expected to hold 9.99% of the bank’s paid-up share capital, representing a strategic investment in the bank.

Strategic Investment Agreement

On October 24, 2025, Federal Bank Ltd executed an Investment Agreement with Asia II Topco XIII Pte. Ltd. detailing the terms of the warrants issued, conversion rights, and governance provisions.

As part of the deal, once all warrants are exercised and the investor holds at least 5% of the bank’s capital, the investor will be entitled to nominate one non-executive director to the bank’s board. The issue remains subject to approvals from the shareholders, the Reserve Bank of India, and the Competition Commission of India.

Upcoming Extraordinary General Meeting (EGM)

Federal Bank’s Board has scheduled an EGM for November 19, 2025, at 11:00 AM through video conferencing. The meeting will seek shareholder approval for:

• The preferential issue of warrants to Asia II Topco XIII Pte. Ltd.
• Granting the investor special rights to nominate a director upon warrant conversion.

Federal Bank recently revealed that an Extraordinary General Meeting (EGM) with e-voting will be conducted on November 12, 2025. The EGM will engage shareholders of record as of November 12, 2025, to confirm key corporate actions. The Federal Bank shares will trade under the symbol FEDERALBNK on the NSE and under 500469 for the BSE, enabling all investors to participate in the EGM and take advantage of their e-voting.

REF: https://nsearchives.nseindia.com/corporate/FEDERALBNK_24102025090927_FBL_BM_Outcome_241025_S.pdf

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