Catalyst Trusteeship Limited has made a regulatory disclosure regarding the pledge of additional equity shares of OneSource Specialty Pharma Limited under SEBI's substantial acquisition regulations. The disclosure pertains to 28,36,811 additional equity shares pledged by Tenshi Pharmaceuticals Private Limited in multiple tranches.

Share Pledge Details

The additional pledge increases Catalyst Trusteeship's total encumbered shareholding in OneSource Specialty Pharma to 92,36,811 equity shares, representing 8.06% of the company's issued and paid-up share capital. Prior to this transaction, the debenture trustee held pledge over 64,00,000 shares (5.59%).

Transaction Background

The pledge arrangement stems from debentures issued by Karuna Ventures Private Limited, a group company of Tenshi Pharmaceuticals. The debentures are zero coupon, secured, unrated, unlisted, redeemable non-convertible instruments aggregating up to INR 1000,00,00,000. The pledge was created under an amended and restated share pledge agreement dated March 09, 2026.

Tenshi Pharmaceuticals currently holds 2,10,89,714 equity shares in OneSource Specialty Pharma, constituting 18.4% of the issued and paid-up share capital. The company's total equity share capital stands at 11,45,85,136 paid-up equity shares of INR 1 each.

Pledge Creation Timeline

The additional shares were pledged across multiple dates in 2026:

Regulatory Compliance

Catalyst Trusteeship Limited, acting as debenture trustee, made this disclosure under Regulation 29(2) of SEBI's Substantial Acquisition of Shares and Takeovers Regulations, 2011. The disclosure was signed by Deesha Srikanth, Senior Vice President, and dated April 01, 2026. OneSource Specialty Pharma's shares are listed on both BSE Limited and National Stock Exchange of India Limited.

OneSource Specialty Pharma Limited's Board of Directors has made strategic decisions regarding the progression of its composite scheme of arrangement and amalgamation. The board has determined to conduct additional review before approaching the National Company Law Tribunal (NCLT) for the proposed acquisition of Steriscience facilities in Poland and Baroda.

Composite Scheme Framework

The comprehensive merger involves multiple entities in a complex arrangement structure. The scheme encompasses the acquisition of Steriscience facilities and involves several key stakeholders working together in a merger by absorption framework.

Board Decision and Strategic Timeline

The board has decided to undertake a more comprehensive review process before proceeding with the NCLT application. This strategic decision reflects the company's commitment to thorough due diligence in the complex multi-jurisdictional acquisition process.

The company will complete this additional review within the six-month approval period that has been established. This timeline ensures adequate evaluation while maintaining progress momentum in the acquisition proceedings.

Regulatory Compliance Status

OneSource Specialty Pharma has maintained proper regulatory compliance throughout the process. The company had previously received in-principle approval from stock exchanges for the proposed scheme, establishing a solid foundation for the merger proceedings.

Future Acquisition Impact

The proposed acquisition of Steriscience's Poland and Baroda facilities represents a significant expansion opportunity for OneSource Specialty Pharma. Once completed, the integration will potentially enhance the company's manufacturing capabilities and strengthen its geographical presence in key markets.

The company has assured continued transparent communication with regulatory authorities and stakeholders regarding further developments in this acquisition process.