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Biopharmaceuticals major Biocon is fully integrating Biocon Biologics Limited as a wholly-owned subsidiary into itself, subject to approvals. The company is constituting a Governance Council chaired by Biocon Limited Executive Chairperson Kiran Mazumdar-Shaw and a transition and integration committee, led by Shreehas Tambe, Chief Executive Officer and Managing Director of Biocon Biologics Limited, to ensure seamless integration.
The Strategy Committee, constituted in May 2025, undertook a comprehensive evaluation of multiple strategic options for Biocon Biologics Limited, including an IPO and a merger with Biocon Limited, Biocon said in a statement.
After careful consideration of key parameters such as strategic alignment, sectoral dynamics, shareholder value creation, and other relevant data, the committee concluded that full integration of Biocon Biologics Limited with Biocon Limited, and making Biocon Biologics Limited a wholly-owned subsidiary of Biocon Limited through the acquisition of minority stakes, offers the most efficient and value-accretive path forward.
Under the proposed transaction, Biocon Limited will acquire the remaining stake in Biocon Biologics Limited from Serum Institute Life Sciences (Serum), Tata Capital Growth Fund II (Tata Capital) and Activ Pine LLP (Activ Pine) through a share swap of 70.28 Biocon shares for every 100 Biocon Biologics shares, at a share price of Rs 405.78 per Biocon share; valuing Biocon Biologics Limited at $5.5 billion.
Further, Biocon will acquire the residual stake held by Mylan Inc (Viatris) for a total consideration of $815 million, of which $400 million will be payable in cash, and $415 million through a share swap of 61.70 Biocon shares for every 100 Biocon Biologics shares at a share price of Rs 405.78 per Biocon share.
The swap ratios have been approved by the Board based on independent valuations by EY.
To raise additional capital
The Board has also approved raising additional capital, of up to Rs 4,500 crore ($500 million) through QIP, subject to shareholder approval. The proceeds of the QIP will be largely utilised towards the cash component payable to Viatris.
The integration process is expected to be completed no later than March 31, 2026.
Siddharth Mittal and Shreehas Tambe will continue in their roles as CEO & Managing Director at Biocon Limited and Biocon Biologics Limited, respectively, until completion of the integration process.
Post the integration and upon execution of the necessary documentation, receipt of approvals from the Nomination & Remuneration Committee and the Board, Tambe will take on the role of CEO & Managing Director and Kedar Upadhye the role of Chief Financial Officer of the combined business. Mittal, CEO & Managing Director, Biocon Limited, will transition into a leadership role within the Group.
“The integration of Biocon Biologics Limited into Biocon Limited represents the next chapter in our evolution. Strategically, Biocon will be one of the few companies offering both biosimilars and generics at a global scale. As the only company with biosimilar insulins and generic GLP1 peptides, Biocon is uniquely positioned to comprehensively address the needs of patients living with diabetes,” Kiran Mazumdar-Shaw said.