Sachin D. Patel, a promoter of Gujarat Themis Biosyn Limited , has proposed to acquire up to 5,25,000 equity shares representing 0.50% of the total paid-up share capital of the company. The transaction is scheduled to occur between July 8, 2026, and July 14, 2026, through an inter-se transfer from Pharmaceutical Business Group (India) Limited at a price of Rs. 395.75 per share. This acquisition will increase Patel's direct shareholding while the seller's stake reduces correspondingly.

The transfer is proposed under Regulation 10(1)(a)(ii) of the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011, which provides an exemption for inter-se transfers among promoters and promoter group members. The acquirer submitted the intimation to BSE Limited and the National Stock Exchange of India Limited on July 1, 2026, in compliance with Regulation 10(5) of the SEBI Takeover Regulations.

Transaction Details

Prior to the proposed transaction, Patel holds 24,97,200 shares representing 2.29% of the share capital. Following the acquisition, his holding is expected to increase to 30,22,200 shares, representing 2.77% of the total paid-up share capital. The seller, Pharmaceutical Business Group (India) Limited, currently holds 5,12,40,000 shares (47.02%), which will reduce to 5,07,15,000 shares (46.54%) post-transaction.

The volume weighted average market price for the 60 trading days preceding the notice was Rs. 376.60 per equity share. The acquirer declared that the acquisition price would not be higher by more than 25% of the determined price. The actual number of shares acquired may be less than the proposed 5,25,000 equity shares.

Gujarat Themis Biosyn Limited reported a revenue of ₹16,582.28 lakh for the financial year 2026, with an EBITDA margin of 45.55%. The company disclosed its strategic initiatives, including the acquisition of MicroBiopharm Japan and a select product portfolio from Sanofi, to enhance its fermentation capabilities and diversify its product range. These moves are aimed at transforming the company into a diversified pharmaceutical platform with a global presence.

The company’s annual fermentation capacity doubled to 990 KL in FY26 from 450 KL in FY25, supporting its forward integration into Active Pharmaceutical Ingredients (API) production. Gujarat Themis Biosyn specializes in fermentation-based intermediates and APIs, focusing on anti-tuberculosis and anti-infective products. The new R&D lab established in Valsad, Gujarat, is GMP-approved and focuses on developing new intermediate molecules.

Financial performance for FY26 showed a Profit After Tax (PAT) of ₹4,668.15 lakh, a decrease from ₹5,916.32 lakh in FY24. The company’s Return on Capital Employed (ROCE) stood at 14.50% in FY26, down from 39.40% in FY24, while Return on Equity (ROE) was 16.20% compared to 29.40% in FY24. The finance costs increased significantly to ₹294.89 lakh in FY26 from ₹22.92 lakh in FY24.

The acquisition of MicroBiopharm Japan, subject to regulatory approvals, is expected to enhance GTBL's fermentation and precision biotech capabilities. The Japanese entity reported a revenue of JPY 9.5 Bn (INR 561.82 Crs) in FY26 and operates three GMP-compliant plants with FDA and PMDA approval track records. This acquisition will provide access to advanced technologies such as plasmid DNA, ADC conjugation, and enzyme engineering.

In a separate transaction, Gujarat Themis Biosyn entered into an agreement with Sanofi to acquire a select product portfolio of anti-tuberculosis and anti-infective brands. The portfolio generated €62 million in net sales in CY25 and includes 13 brands marketed across 59 countries, primarily in the Middle East & Africa and Europe. The deal, valued at €158 million, is structured as an asset deal including marketing authorizations, regulatory documentation, and inventory, without the transfer of manufacturing facilities or employees.

Financial Highlights (INR Lakhs)

Capacity Expansion