Biocon announced a strategic corporate action to fully integrate Biocon Biologics (BBL) as a wholly owned subsidiary into Biocon, subject to applicable approvals.

The Strategy Committee, constituted in May 2025, undertook a comprehensive evaluation of multiple strategic options for Biocon Biologics, including an IPO and a merger with Biocon. 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 with Biocon and making Biocon Biologics a wholly owned subsidiary of Biocon through the acquisition of minority stakes offers the most efficient and value-accretive path forward.

Under the proposed transaction,

A) Biocon will acquire the remaining stake in Biocon Biologics 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 INR 405.78 per Biocon share; valuing Biocon Biologics at USD 5.5 billion.

B) Further, Biocon will acquire the residual stake held by Mylan Inc. (Viatris) for a total consideration of USD 815 million, of which USD 400 million will be payable in cash and USD 415 million through a share swap of 61.70 Biocon shares for every 100 Biocon Biologics shares at a share price of INR 405.78 per Biocon share.

C) The swap ratios have been approved by the Board based on independent valuations by EY.

The Board has also approved raising additional capital, of up to Rs 4500 crore (USD 500 million) through Qualified Institutional Placement (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 31 March 2026.

Siddharth Mittal and Shreehas Tambe will continue in their roles as CEO & Managing Director at Biocon and Biocon Biologics, 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, Shreehas Tambe will take on the role of CEO & Managing Director and Kedar Upadhye the role of Chief Financial Officer of the combined business. Siddharth Mittal, CEO & Managing Director, Biocon, will transition into a leadership role within the Group.

Commenting on the corporate action, Kiran Mazumdar-Shaw, Executive Chairperson, Biocon, said: “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. Together with our combined oncology and immunology portfolios, this creates a differentiated offering addressing the world's most pressing healthcare needs. I am also pleased to announce that Shreehas Tambe will lead the Transition and Integration Management Committee and will take over as the CEO & Managing Director of the combined business, subject to requisite approvals. His 28 years of experience with the Biocon Group will be invaluable as we advance our mission to make lifesaving medicines affordable and accessible to patients worldwide.”