Torrent Pharma Expects CCI Nod For JB Chem Buy By Mid-December

By BasisPoint Insight

July 1, 2025 at 10:48 AM IST

Torrent Pharmaceuticals Ltd. expects to receive approval from the Competition Commission of India by mid-December for its proposed acquisition and merger of JB Chemicals and Pharmaceuticals Ltd., the company told analysts and investors in a call on Monday. Torrent hopes to begin integration in early 2026, soon after completing the mandatory open offer.

The company signed a definitive agreement late Sunday to acquire a controlling stake in JB Chemicals at an equity valuation of ₹256.89 billion. It will buy a 46.39% stake from KKR for ₹119.17 billion at ₹1,600 per share, and has also offered to purchase a 2.8% stake from JB Chem employees at the same price. This would take Torrent’s holding to 49.19% and trigger an open offer priced at ₹1,639.18 per share.

Torrent management said it aims to complete the open offer and consummate the transaction within a month of receiving CCI approval, potentially by February 2026. The merger process is expected to take about 12 months.

CFO Sudhir Menon said the company’s leverage post-acquisition is expected to remain manageable, estimating a 1.8x debt-to-EBITDA ratio if only the KKR and employee stakes are acquired, and a maximum of 2.8x if the full 26% open offer is subscribed. He expects the ratio to drop below 0.5x in two years.

The company said valuations have become more favourable compared to last year. Torrent sees strategic value in JB Chemicals’ complementary portfolio in cardiology, gastro, and paediatrics, and entry into ophthalmology, IVF, and nephrology. Post-deal, the combined entity would rise to fourth in terms of total prescriptions, according to SMSRC data for Apr 2024–Feb 2025.