Rs 2,600-crore deal: Carlyle looks to exit PNB Housing

The sale is being executed via Quality Investment Holdings, a Carlyle affiliate, which is offering its entire holding of 27.1 million shares, representing a 10.44% stake in the mortgage lender.

The floor price for the sale has been fixed at ₹960 per share, implying a 5% discount to PNB Housing’s April 30 closing price of ₹1,010.20 on the National Stock Exchange. The transaction is entirely secondary in nature and will be handled by IIFL Capital Services, acting as the sole bookrunner and placement agent.

Carlyle initially entered PNB Housing in 2015, acquiring a 49% stake for ₹1,600 crore. The stake was subsequently diluted to around 33% following the mortgage lender’s IPO in October 2016.

As of June 30, 2024, Carlyle held a 32.68% stake in PNB Housing Finance. The firm has been paring its holding in phases – selling a 12.8% stake in July 2024 via open market transactions for ₹2,578 crore, followed by another 9.43% in November for ₹2,300 crore, which brought down its stake to the current 10.44%.

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In rupee terms, Carlyle’s investment in PNB Housing has yielded an estimated return of around 367% over a 10-year period.

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In May 2021, the PNB Housing board approved a ₹4,000-crore capital raise led by Carlyle, which had committed up to ₹3,185 crore via preferential allotment at ₹390 per share. However, the plan hit regulatory hurdles when Sebi halted the transaction, citing the need for a fresh valuation based on the company’s Articles of Association.PNB Housing challenged the Sebi order in the Securities Appellate Tribunal (SAT) but later withdrew the appeal and cancelled the capital raise in September 2021.

Shares of PNB Housing have delivered a stellar rally, rising 127% over the past two years and surging 516% over the last five years. In comparison, the Nifty gained 35% and 147%, respectively, during the same periods.

PNB Housing Finance remains a key subsidiary of Punjab National Bank (PNB), which held a 28.10% stake in the company as of March 31, 2025. The firm is engaged primarily in providing housing and construction finance, catering to both individual and corporate borrowers.