CORPORATE ANNOUNCEMENTFinancial Services

Bajaj Finance Ltd. makes a corporate announcement

Bajaj Finance Ltd.BAJFINANCE

TL;DR

The Rs 2,120 crore zero-coupon NCD allotment could not be confirmed from the Q1/Q2 FY27 filing evidence, so its effective YTM and tenor cannot be calculated reliably. The available allotment filings instead show a Rs 2,000.90 crore and Rs 2,504.25 crore two-tranche issue on 12 June 2026, carrying 7.93% and 8.00% coupons respectively—not a Rs 2,120 crore zero-coupon issue—and a separate Rs 5,306.57 crore issue on 6 July 2026.

Regarding the allotment of Rs 2,120 crore in Zero-Coupon NCDs, what is the effective yield-to-maturity (YTM) and tenor of these instruments, and how does the cost of this specific issuance compare to the company's weighted average cost of funds (WACF) reported in the most recent quarterly filing?

The Rs 2,120 crore zero-coupon NCD allotment could not be confirmed from the Q1/Q2 FY27 filing evidence, so its effective YTM and tenor cannot be calculated reliably. The available allotment filings instead show a Rs 2,000.90 crore and Rs 2,504.25 crore two-tranche issue on 12 June 2026, carrying 7.93% and 8.00% coupons respectively—not a Rs 2,120 crore zero-coupon issue [6]—and a separate Rs 5,306.57 crore issue on 6 July 2026 [7].

For a zero-coupon NCD, the effective YTM requires the issue price or proceeds, redemption value and exact maturity date. Those inputs for the alleged Rs 2,120 crore allotment could not be confirmed; therefore, no defensible YTM or tenor comparison can be made.

The latest reported quarterly period is Q2 FY27. The available analyst note cites Bajaj Finance’s cost of funds at 7.31%, down 9 bps QoQ, but this is not identified as a company-reported WACF in a quarterly filing [8]. Accordingly:

  • Effective YTM: Could not be confirmed.
  • Tenor: Could not be confirmed.
  • Most recent quarterly WACF: Could not be confirmed as a separately reported filing metric.
  • Cost comparison: Not determinable. The 7.31% cost-of-funds figure should not be treated as the company’s WACF without an explicit basis match.

With the simultaneous pursuit of a significant equity raise and debt issuance, how does the company's pro-forma Debt-to-Equity ratio compare to its historical range and the regulatory limits for NBFCs, and what is the specific 'objects of the issue' breakdown for the deployment of these funds?

Verdict: Assuming the full Rs 17,500 Crores equity raise is subscribed and the warrants are eventually converted, Bajaj Finance’s standalone Debt-to-Equity ratio would fall from 3.34x at September 30, 2026 to approximately 2.88x, below its recent comparable range of 3.06x–3.34x. Adding the Rs 5,306.57 Crores July 2026 NCD issuance again would produce approximately 2.93x, but that would double-count debt already reflected in the September 2026 reported ratio.

Leverage comparison

The calculation uses September 2026 standalone net worth of Rs 110,908.80 Crores [9], the reported 3.34x D/E ratio [9], and the proposed Rs 11,700 Crores QIP plus Rs 5,800 Crores preferential warrant issue [4] [13]. The warrants require 25% payment at allotment and the remaining 75% on conversion [3]; therefore, 2.88x is a fully subscribed and fully converted scenario, not the immediate ratio on warrant allotment.

The July 2026 NCD allotment of Rs 5,306.57 Crores [7] occurred before the September 30, 2026 reporting date. Consequently, it is already embedded in the latest reported balance sheet and should not be added again. If treated mechanically as an additional post-September debt issue, the standalone ratio would be approximately 2.93x, still below the historical range, but that is not the cleanest pro-forma measure.

Regulatory comparison

A numerical NBFC Debt-to-Equity ceiling could not be confirmed from the cited filings. The disclosed RBI benchmarks are different metrics:

  • The company is classified as a deposit-taking NBFC-ICC and NBFC-UL [14].
  • The RBI capital adequacy norm cited by the company is 15%; standalone capital adequacy was 21.55% at March 31, 2026 [15].
  • Standalone capital adequacy was 20.33% for the half year ended September 30, 2026 [9].

Thus, the proposed equity raise clearly improves leverage and capital headroom, but the 2.88x D/E ratio should not be described as being below a specific regulatory D/E limit based on these filings. The available regulatory benchmarks are capital adequacy and liquidity requirements, not a disclosed D/E ceiling.

Objects of the issue

The proposed Rs 17,500 Crores equity mobilisation is split between the QIP and promoter warrants as follows:

In aggregate, the proposed equity proceeds are therefore earmarked 80% for debt repayment/refinancing and 20% for general corporate purposes, net of issue expenses [4] [13]. The allocation is based on management estimates, and the Board may modify the utilisation schedule subject to applicable law [4] [13].

For the debt side, a separate issue-specific objects split for the July 2026 NCD could not be confirmed from the allotment filing. An earlier NCD utilisation statement describes the broader deployment categories as long-term resources, financing activities, repayment of existing loans, liquidity and statutory requirements, capital expenditure, and working capital [16].

BasisLatest reported D/ERecent comparable rangePro-forma after full Rs 17,500 Crores equity raiseAnalyst read
Standalone3.34x at Sep 2026 [9]3.06x at Jun 2024 [10] to 3.34x at Sep 2026 [9]2.88x, derivedBelow the recent range
Consolidated3.97x at Sep 2026 [11]3.65x at Jun 2025 [12] to 3.97x at Sep 2026 [11]3.48x, derivedAlso below the recent range
InstrumentDebt repayment / refinancingGeneral corporate purposesUtilisation timeline
QIP — up to Rs 11,700 CroresUp to Rs 9,360 Crores: repayment of deposits, loans, commercial paper, NCDs and related interest [4]Up to Rs 2,340 Crores [4]By 31 March 2028 [4]
Preferential warrants — up to Rs 5,800 CroresUp to Rs 4,640 Crores: repayment of deposits, loans, commercial paper, NCDs and related interest [13]Up to Rs 1,160 Crores [13]By 30 September 2028 [13]
Combined maximumUp to Rs 14,000 CroresUp to Rs 3,500 CroresIssue-specific timelines above

Sources

  1. [1]Bajaj Finance Limited Investor Presentation for Q2 FY2027 — 2026-10-19T17:26:39, p.8
  2. [2]Bajaj Finance Limited Investor Presentation for Q2 FY2027 — 2026-10-19T17:26:39, p.9
  3. [3]Notice of Extraordinary General Meeting for Preferential Issue of Warrants and Qualified Institutions Placement — 2026-10-09T22:47:29, p.2
  4. [4]Notice of Extraordinary General Meeting for Preferential Issue of Warrants and Qualified Institutions Placement — 2026-10-09T22:47:29, p.16
  5. [5]Bajaj Finance Q2FY27 Results: Net profit up 29%; sets FY27 profit growth target — Scanx, 2026-10-21T00:00:00
  6. [6]Bajaj Finance Allots Secured NCDs Worth INR 4,505.15 Crore via Private Placement on June 12, 2026. — 2026-06-12T08:48:42.697000, p.1
  7. [7]Bajaj Finance Allots Rs. 5,306.57 Crore Secured NCDs via Private Placement — 2026-07-06T09:11:03.693000, p.1
  8. [8]Bajaj Finance — Mailcontent, 2026-10-20T00:00:00
  9. [9]Bajaj Finance Ltd. Unaudited Standalone and Consolidated Financial Results for Quarter and Half-Year Ended September 30, 2026 — 2026-10-19T17:19:48.927000, p.11
  10. [10]Bajaj Finance Q1 FY26 Standalone & Consolidated Financial Results: Strong Profit Growth, Bonus Issue & Share Split — 2025-07-24T15:52:34, p.7
  11. [11]Bajaj Finance Ltd. Unaudited Standalone and Consolidated Financial Results for Quarter and Half-Year Ended September 30, 2026 — 2026-10-19T17:19:48.927000, p.19
  12. [12]Bajaj Finance Q1 FY26 Standalone & Consolidated Financial Results: Strong Profit Growth, Bonus Issue & Share Split — 2025-07-24T15:52:34, p.13
  13. [13]Notice of Extraordinary General Meeting for Preferential Issue of Warrants and Qualified Institutions Placement — 2026-10-09T22:47:29, p.12
  14. [14]Notice of 39th AGM (FY2026): Approving Financials, Dividend, Governance Changes, and INR 5.5 Lakh Crore Borrowing Limit. — 2026-07-07T15:57:33.673000, p.281
  15. [15]Notice of 39th AGM (FY2026): Approving Financials, Dividend, Governance Changes, and INR 5.5 Lakh Crore Borrowing Limit. — 2026-07-07T15:57:33.673000, p.131
  16. [16]Bajaj Finance Ltd. Q2 FY26 Standalone Financial Results and Board Meeting Outcome — 2025-11-10T11:41:10.090000, p.33

Keep digging

Following the board's approval for a Rs 17,500 crore fundraise via QIP and preferential issue, what is the projected impact on the company's Capital Adequacy Ratio (CAR) and Tier-1 capital, and how does this buffer align with the management's stated credit growth guidance for the upcoming fiscal year?

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