On December 6, 2025, Biocon made an announcement to integrate Biocon Biologics into the parent company through a deal that valued Biocon Biologics at $5.5 Bn. Kiran Mazumdar-Shaw, Executive Chairperson of Biocon as well as Biocon Biologics, announced that it is aimed at creating a unified biopharma powerhouse, and to strengthen its global position to lead in diabetes, oncology, and immunology. The transaction drew too much attention even though Biocon Limited already held 90.20 per cent of Biocon Biologics Limited, India as on March 31, 2025. Further, Biocon Biologics Limited, India holds 100% of equity stake in Biocon Biologics UK Limited, UK which in turn holds 100% of equity stake in step-down subsidiaries in about 20 countries such as Malaysia, USA, Brazil, UAE, Germany, Canada, France, Spain, Switzerland, etc.
Immediate impact due to ‘full integration’ of Biocon Biologics with Biocon is on the ownership pattern, capital structure, cash balance, and operational synergies. On full integration, impact will be visible on leverage metrics too. Through this move, Initial Public Offer (IPO) of Biocon Biologics got ruled out. In mid-November 2025, it was reported in a business daily that Biocon was looking at all possible options – including a Biocon Biologics IPO, a merger, or share swap and inputs were sought from Morgan Stanley. The company was in talks with minority shareholders for a share swap at that time, and option was cash and share swap was proposed.
As per the announcement, the stake will be acquired from Serum, Tata Capital and Activ Pine through a share swap of 70.28 Biocon shares for every 100 Biocon Biologics shares, which is 61.70 Biocon shares for every 100 Biocon Biologics shares for Mylan (Viatris), at a price of ₹405.78 per Biocon share.
Share swap was considered as a better option as acquisition of Viatris’ biosimilars business for $3.3 Bn in November 2022 by Biocon Biologics resulted into debt pile which in turn brought valuation under pressure. This was not a favourable scenario for Initial Public Offer (IPO).
To fund the deal, Biocon board has approved the raising of additional capital to the tune of ₹4,500 Crore ($500 million) as cash is payable to Mylan (Viatris). Share Swap with Serum, Tata Capital and Active Pine, and Mylan in addition to fund raising will dilute the promoters’ stake to 44.4 per cent in Biocon.
Post-integration, Siddharth Mittal will take up Group Leadership role and Sreehas Tambe, CEO of Biocon Biologics has been proposed to be designated as CEO and Managing Director of the combined entity.
Biocon Biologics Limited has undergone several changes over the years. Biocon Biologics Limited (BBL), India (w.e.f. October 17, 2020) was incorporated on June 8, 2016 as Biocon Biologics India Limited. BBL was formed with an objective to set-up greenfield biosimilar biologics facilities, and was positioned as a fully integrated, global, ‘pure play’ biosimilars organization. Biocon Biologics UK Limited (name changed on October 19, 2020 as formerly it was known as Biocon Biologics Limited, UK) is wholly owned subsidiary of BBL. It is interesting to note that Biocon Biologics Limited, UK (‘BUK’) was incorporated in the United Kingdom in March 2016 as it was to house Biosimilar Biologics business of Biocon. Biocon Sdn. Bhd. (BSB), Malaysia is a wholly-owned subsidiary of BUK. BSB was formed with an objective to set up the group’s first overseas manufacturing facility at Malaysia. In 2017-18, the Board and shareholders of BBIL had approved the acquisition of existing Biosimialrs business from Biocon Limited for a consideration of ₹5,787 mn.
Biocon Biologics is now ranked among Top 15 in Global Biomanufacturing capacity by volume. The company has Asia’s largest integrated insulins facility located in Malaysia besides having one of India’s largest monoclonal antibodies (mAbs) manufacturing facilities in Bengaluru.
For FY25, Biocon Biologics Limited (BBL), a subsidiary of Biocon Limited, was the largest contributor to the revenue of Biocon Group, besides being its fastest-growing business segment. BBL celebrated the first anniversary as a fully integrated global biosimilars company in FY25.
In recent years, BBL opted for capital infusion from investors, e.g., Activ Pine LLP had infused ₹536.30 Crores against issuance of shares to the tune of 2.44% shareholding of BBL on January 21, 2020. Tata Capital Growth Fund II had infused ₹225 Crores for 0.85% shareholding of BBL on September 3, 2020. Beta Oryx Limited infused ₹550 Crores for 1.87% shareholding of BBL on March 9, 2021. At that time, the Group was required to provide various options to enable these investors to exit over a period of time. Further, as per agreements, it was provided that the investor may require the parent company, i.e., Biocon Limited, to buy them out at a certain price agreed under the arrangement on non-occurrence of such exit events.
Debt-Equity ratio of Biocon Limited (Standalone) stood at 0.19x as on March 31, 2024, and increased to 0.25x as on March 31, 2025 due to issuance of Commercial Paper. Debt Service Coverage ratio improved from 62.74 times as on March 31, 2024, to 74.35 times as on March 31, 2025. Return on Equity also improved from 1.09% to 5.43% during this period.
Improved Debt Service Coverage ratio for parent company, lower valuation for Biocon Biologics due to debt, and recent improvement in financials triggered the move to fully integrate both companies. Biocon Limited had reported a consolidated net profit of ₹84.50 Crore for the quarter ended September (Q2FY26), as against a loss of ₹16 Crore in Q2FY25. Out of consolidated revenue of ₹4,389 crore for Q2FY26, the largest contribution of ₹2,721 Crore came from Biosimilars, i.e., 62.0 per cent, and that too, with 25.0 per cent YoY growth. Revenue growth of 11.0 per cent on a sequential basis, market share expansion in key therapy areas and successful new product launches further reflected growth potential.
Full integration is likely to be helpful in the U.S. market as Biocon announced the inauguration of its first U.S. manufacturing facility in Cranbury, New Jersey through Biocon Generics Inc., a wholly owned subsidiary of Biocon. With share swap and cash payment, the majority-owned subsidiary has assumed the status of wholly-owned subsidiary that will mature into complete integration by March 31, 2026.
Dr. Anil Kumar Angrish- Associate Professor (Finance and Accounting), Department of Pharmaceutical Management, NIPER S.A.S. Nagar (Mohali), Punjab
Disclaimer: Views are personal and do not represent the views of the Institute.
