Novartis India Limited witnessed a significant change in its ownership structure on July 29, 2026, as a ChrysCapital-led consortium filed a disclosure under Regulation 29(1) of the Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011. The three acquirers — WaveRise Investments Limited, ChrysCapital Fund X (the first scheme of ChrysCapital Trust I, a category II alternative investment fund registered with SEBI), and Two Infinity Partners — collectively acquired a substantial stake in Novartis India through an off-market transfer, triggering a change in the company's promoter classification.

Acquirers and Persons Acting in Concert

The disclosure identifies three acquirers and two Persons Acting in Concert (PACs). ChrysCapital X, LLC has been designated as PAC 1, and OceanEdge Investments Limited as PAC 2. Prior to the acquisition, none of the Acquirers or PACs belonged to the promoter or promoter group of Novartis India. Post-acquisition, WaveRise Investments Limited and ChrysCapital Fund X have been classified as promoters of the Target Company, while Two Infinity Partners has been classified as a member of the promoter group.

Details of Shares Acquired

The acquisition was executed via an off-market transfer. The table below summarises the shares acquired and the corresponding percentage of total voting capital:

Prior to the acquisition, Acquirer 1, Acquirer 2, PAC 1, and PAC 2 held no shares in Novartis India. Acquirer 3 (Two Infinity Partners) held 40 shares, representing a nominal percentage of the total voting capital, before the transaction.

Post-Acquisition Shareholding

Following the acquisition, the combined holding of the Acquirers is as follows:

No shares were acquired in the nature of encumbrance (pledge, lien, non-disposal undertaking, or otherwise) by any of the Acquirers or PACs. There are no warrants, convertible securities, or other instruments entitling any Acquirer or PAC to receive additional shares.

Share Capital of Novartis India

The equity share capital of Novartis India remains unchanged both before and after the acquisition. The key capital details are as follows:

The disclosure was signed by Varsha Okil, Director of WaveRise Investments Limited (from Mauritius), and Ashley Menezes, Authorised Signatory for both ChrysCapital Fund X and Two Infinity Partners (from Delhi), all dated July 29, 2026.

Novartis reported net sales of $14.4 billion for the second quarter of 2026, an increase of 1% in constant currencies, driven by strong momentum from key growth brands including Kisqali, Kesimpta, Scemblix and Pluvicto. Core operating income remained flat at $5.9 billion, while net income declined 19% to $3.3 billion, impacted by higher income taxes and interest expenses. The company reaffirmed its full-year 2026 guidance, expecting net sales to grow by a low single-digit percentage and core operating income to decline by a low single-digit percentage.

Core earnings per share (EPS) was $2.41, beating the analyst consensus estimate of $2.13 by 13.15%. This represents a 0.41% decrease over earnings of $2.42 per share from the same period last year. Quarterly sales of $14.408 billion beat the analyst consensus estimate of $14.042 billion by 2.61%, a 2.52% increase over sales of $14.054 billion in the same period last year.

Financial Performance

Net sales for the quarter grew 3% in reported terms to $14.4 billion, with volume growth contributing 18 percentage points, offset by a 14 percentage point negative impact from generic competition. Pricing negatively impacted sales by 3 percentage points, while currency effects added 2 percentage points. Operating income decreased 3% in constant currencies to $4.8 billion, primarily due to lower gross profit, partly offset by lower SG&A expenses. Core operating income margin was 41.2%, a decrease of 70 basis points in constant currencies.

Net income for the quarter was $3.3 billion, down 19% in constant currencies and reported terms. Core net income decreased 4% in constant currencies to $4.6 billion. Free cash flow for the quarter was $5.6 billion, a decrease of 12% in reported terms, due to lower net cash flows from operating activities.

For the first half of 2026, net sales were $27.5 billion, down 2% in constant currencies. Core operating income for the period was $10.8 billion, a decrease of 7% in constant currencies. Net income for the first half was $6.4 billion, down 17% in constant currencies.

Brand Performance

Sales growth was driven by priority brands, with Kisqali increasing 43% in constant currencies to $1.7 billion and Kesimpta rising 32% to $1.4 billion. Scemblix grew 89% to $562 million, and Pluvicto increased 43% to $651 million. Cosentyx sales grew 10% in constant currencies to $1.8 billion, while Leqvio surged 59% to $480 million. Fabhalta sales increased 88% to $225 million.

Pipeline and Strategic Updates

Novartis advanced its pipeline with several key milestones in the second quarter. Rhapsido received approval from the European Commission and Japan’s MHLW for chronic spontaneous urticaria. Itvisma was approved by the European Commission as the only gene replacement therapy for a broad spinal muscular atrophy patient population. The FDA granted pediatric exclusivity to Kisqali, adding a six-month period of exclusivity to existing patents. A Biologics License Application was submitted to the FDA for accelerated approval of del-zota in Duchenne muscular dystrophy.

Capital Allocation and Outlook

During the first half of 2026, Novartis repurchased 18.2 million shares for $2.8 billion. Net debt increased to $39.4 billion at June 30, 2026, compared to $21.9 billion at December 31, 2025, driven by mergers and acquisitions, dividend payments and share repurchases. The company maintained its long-term credit ratings of Aa3 with Moody’s and AA- with S&P.

Novartis reaffirmed its full-year 2026 guidance, expecting net sales to grow by a low single-digit percentage and core operating income to decline by a low single-digit percentage in constant currencies. If mid-July exchange rates prevail, the foreign exchange impact for the year is expected to be positive 1 percentage point on both net sales and core operating income.