Jana Small Finance Bank to raise Rs 728 crore via preferential issue; TVS-linked fund among key investors

Jana Small Finance Bank has approved a preferential warrant issue to raise up to Rs 728.5 crore from a group of institutional and individual investors, the lender said in a regulatory filing on Monday.

The fundraise was cleared by the bank’s board of directors and subsequently disclosed to both the National Stock Exchange of India and BSE Limited under SEBI’s Listing Obligations and Disclosure Requirements norms.

TVS Venu Group entity emerges as largest investor

The largest allocation under the preferential issue has been made to GWC Family Fund Investments Pte. Ltd., a Singapore-incorporated entity belonging to the TVS Venu group. The investor will receive 68.29 lakh warrants, translating into a 5.64 per cent stake in the bank on a fully diluted basis.

The second-largest allotment has gone to 2I Capital PCC, which will be issued 55.25 lakh warrants representing a 4.57 per cent stake. The investment will be beneficially held by SESR Investments Pte. Ltd., owned by Shruti Lohia, daughter of SP Lohia.

Each warrant is priced at Rs 464.82 and carries the right to subscribe to one equity share of face value Rs 10, implying a premium of Rs 454.82 per share.

Investors to pay 25 per cent upfront

Under the structure of the deal, investors will pay 25 per cent of the warrant subscription price upfront, while the remaining 75 per cent will be payable at the time of conversion into equity shares.

The warrants can be exercised in one or more tranches within 18 months from the date of allotment. Any warrants that remain unexercised after the deadline will lapse, and the upfront payment made on those warrants will be forfeited.

The bank clarified that the warrants do not carry any voting rights before conversion into equity shares. It also stated that none of the investors have been granted board nomination rights, veto powers, control rights, or special access to information under the terms of the agreement.

Board also clears Rs 500 crore NCD fundraise

Separately, the board approved plans to raise up to Rs 500 crore through a private placement of rated, listed, unsecured, subordinated and redeemable non-convertible debentures (NCDs), classified as Lower Tier II Capital under Basel II norms.

The proposed NCDs are expected to be listed on BSE Limited, while details related to coupon, pricing and tenor will be finalised later by the board.

To facilitate the preferential warrant issue, the bank’s board has also approved an amendment to its Articles of Association by inserting a new Article 7A, enabling the issuance of warrants and other convertible securities through preferential or private placement routes.

The amendment will require shareholder approval through a special resolution at the bank’s Extraordinary General Meeting scheduled for June 11.

Shares of Jana Small Finance Bank pared gains during the session and were trading nearly 5 per cent lower at Rs 467.3 apiece. Despite the decline, the stock remains up around 14 per cent so far in 2026.