OneSource Specialty Pharma Board Decides Against Pursuing Composite Merger Scheme in Current Form

OneSource Specialty Pharma Limited's Board of Directors has resolved not to pursue the proposed composite scheme of arrangement and amalgamation in its current form, as communicated to the stock exchanges on May 13, 2026. The board deliberated the proposed transaction at its meeting held on the same date and concluded that it would not be in the best interest of all stakeholders to proceed at this stage. The company has indicated that it intends to revisit the transaction following the successful delivery of respective companies' FY28 guidance.

Background of the Proposed Scheme

The proposed transaction was a composite scheme of arrangement and amalgamation (merger by absorption) involving multiple entities. The scheme was structured under Section 230 to 232 read with Section 234, Section 52, and Section 66 of the Indian Companies Act, as well as Section 210 read with Section 212 of The Singapore Companies Act, 1967, and other applicable provisions of both statutes.

The key parties involved in the proposed scheme are outlined below:

Party:	Role
OneSource Specialty Pharma Limited	Acquirer / Transferee Company
Steriscience Specialties Private Limited	Transferor Entity
Brooks Steriscience Limited	Transferor Entity
Steriscience Pte. Limited	Transferor Entity (Singapore)
Strides Pharma Services Private Limited	Transferor Entity

Earlier In-Principle Approval

The development follows an earlier intimation dated February 26, 2026, wherein the company had disclosed receipt of in-principle approval for the proposed scheme of arrangement. The scheme related to the acquisition of the facilities of SteriScience — specifically those located in Poland and Baroda — into OneSource Specialty Pharma.

Board's Decision and Rationale

At the board meeting held on May 13, 2026, the Board of Directors deliberated on the proposed transaction and decided, in the best interest of all stakeholders, not to pursue the transaction in its current form. The board has stated its intention to revisit the scheme following the successful delivery of respective companies' FY28 guidance. The communication to the exchanges was signed by Trisha A, Compliance Officer and Company Secretary (Membership Number: A47635), on behalf of OneSource Specialty Pharma Limited.

1 Day	5 Days	1 Month	6 Months	1 Year	5 Years
+1.51%	+2.61%	+5.74%	+11.50%	-1.79%	+7.48%

On May 13, 2026, OneSource Specialty Pharma Limited's Board of Directors approved the allotment of 3,150 equity shares of INR 1/- each under the OneSource Specialty Pharma Limited – Employee Stock Option Plan 2021 (ONESOURCE ESOP 2021). The allotment was made to eligible employees of the company upon exercise of vested options, in compliance with Regulation 30 of SEBI (Listing Obligations and Disclosures Requirements) Regulations, 2015. The newly issued shares rank pari passu with the existing equity shares of the company in all respects.

Impact on Paid-Up Share Capital

The allotment has resulted in an increase in the company's paid-up share capital. The following table summarises the change in share capital consequent to this allotment:

Metric:	Before Allotment	After Allotment
Paid-Up Share Capital:	INR 114,642,651/-	INR 114,645,801/-
Number of Equity Shares:	114,642,651	114,645,801
Face Value Per Share:	INR 1/-	INR 1/-

ESOP Allotment Details

The allotment has been made under the ONESOURCE ESOP 2021 scheme. Key details of the issuance, as disclosed under Regulation 10(c) of SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021, are presented below:

Parameter:	Details
Scheme Name:	OneSource Specialty Pharma Limited – Employee Stock Option Plan 2021
Kind of Security:	Equity Shares
Par Value Per Share:	INR 1/-
Date of Issue:	May 13, 2026
Number of Shares Issued:	3,150
Distinctive Numbers:	125731972 to 125735121
Exercise Price Per Share:	INR 278.00
Premium Per Share:	INR 277.00
Total Issued Shares After Issue:	11,46,45,801
Total Issued Share Capital After Issue:	INR 11,46,45,801/-
Lock-In Details:	NA
Pari Passu with Existing Shares:	Yes

Regulatory Compliance

The company filed the statement referred to in Regulation 10(b) of the SEBI (Share Based Employee Benefits) Regulations, 2021 with the stock exchanges on March 12, 2025. OneSource Specialty Pharma's shares are listed on both BSE Limited and the National Stock Exchange of India Limited. The disclosure was signed by Trisha A, Company Secretary and Compliance Officer (Membership Number: A47635), on behalf of the company.