French airport operator Groupe ADP has signed agreements with the GMR Promoter Group to sell securities representing up to 7.3 per cent of the equity share capital of .
According to a Groupe ADP statement, the deal includes the early purchase of convertible bonds held by the French airport operator by the GMR Promoter Group.
The transaction is expected to generate overall post-tax cash proceeds of about €924 million.
Accordingly, the agreements comprise three separate arrangements.
In the first phase, completed on Friday, Groupe ADP sold 3.4 per cent of GAL’s ordinary equity shares to GMR Group for €256 million.
Besides, GMR Group has been granted call options, while Groupe ADP retains corresponding put options, for securities representing 3.9 per cent of GAL’s ordinary equity shares for an estimated €285 million.
Any transfer arising from the exercise of these options is scheduled to be completed no later than April 30, 2027, the statement said.
Furthermore, GMR Group will undertake the early purchase of Foreign Currency Convertible Bonds (FCCBs) held by Groupe ADP, with a nominal value of €301 million plus accrued interest.
This transaction is expected to conclude by March 31, 2027.
As per Groupe ADP, its governance rights in GAL and co-promoter status will remain unchanged following completion of the transaction.
The French airport operator stated that the arrangement rebalances the economic exposure between Groupe ADP and GMR Group while maintaining their long-term partnership without requiring any additional capital injection.
The company said the transaction aligns with its strategy to optimise the financial contribution of international assets.
Notably, Groupe ADP added that the sale enables it to crystallise part of GAL’s value appreciation since its acquisition in 2020, while preserving exposure to future growth.
The statement quoted Philippe Pascal, Chairman and Chief Executive Officer of Groupe ADP, as saying that the agreement strengthens the joint venture established with GMR Group while enabling the company to realise part of the value created since its initial investment.
He noted that the aggregate 7.3 per cent stake sale implies an underlying valuation four times higher than the level at the time of Groupe ADP’s initial investment.
Pascal added that proceeds from the transaction would support a balanced capital allocation strategy between short-term deleveraging and shareholder returns.
Additionally, he said the cash generated would provide flexibility for future development projects while supporting dividend distribution.
Groupe ADP first acquired a 49 per cent stake in GMR Airports Ltd in the first half of 2020 for approximately €1.3 billion. Following a restructuring of GMR Infrastructure Ltd, GAL merged with the parent entity in July 2024 to form a single listed airport holding company.
At present, Groupe ADP holds ordinary equity shares and Optionally Convertible Redeemable Preferred Shares (OCRPS), representing 32.3 per cent of share capital and 45.7 per cent of economic interest in GAL.
Following completion of the first tranche, Groupe ADP’s economic interest will reduce to 43.0 per cent and may decline further to 39.8 per cent upon completion of the second tranche.
The company stated that it intends to progressively convert a portion of its OCRPS holdings to maintain a shareholding level closer to that of GMR Group while preserving long-term economic exposure to GAL.