Organon shareholders approve merger with Sun Pharma

Sun Pharmaceutical Industries on Friday announced that the stockholders of Organon & Co. have approved the proposals in connection with the previously announced merger transaction under which Organon is expected to become a wholly owned subsidiary of Sun Pharmaceutical Holdings USA, Inc., an indirect wholly owned subsidiary of Sun Pharma. 

The shareholder approval marks an important milestone towards completion of the proposed transaction. The acquisition remains subject to the satisfaction of the remaining customary closing conditions, including applicable regulatory approvals, said Sun Pharma.

On April 27, Sun Pharmaceutical Industries had announced acquisition of US-based Organon & Co. in an all-cash transaction, with an enterprise value of $11.75 billion.

The acquisition strengthens Sun Pharma’s position as a global pharmaceutical leader, with combined revenues of approximately $12.4 billion, and rank among the top 25 global pharmaceutical companies and a top 3 player in Women’s Health globally. Further, the acquisition will help Sun Pharma position itself among top 7 players in biosimilars, reverse-engineered versions of patented biotech drugs.

Organon is a global healthcare company formed through a spinoff from Merck, known as MSD outside of the United States and Canada, in 2021. Organon has a legacy of deep trust and strong brand equity among HCPs, patients, regulators and other stakeholders. A global leader in women’s health, the company’s portfolio includes more than 70 products across Women’s Health and General Medicines, which includes biosimilars, commercialized across 140 countries, with the U.S., Europe, China, Canada, and Brazil among its largest markets. This global footprint is supported by six manufacturing facilities across the European Union and emerging markets, reinforcing its scale and reach. Together, Organon’s General Medicines and Women’s Health franchise reflect the company’s commitment to advancing access and affordability for communities around the world.

For the year ended December 31, 2025, Organon reported $6.2 billion in revenue and adjusted EBITDA of $1.9 billion. Organon had debt of $8.6 billion and cash balance of $574 million. Organon recently closed on a divestiture of a product for which it received an upfront payment of $440 million, the net proceeds of which will further contribute to its March 31, 2026 cash balance.

The transaction will be effected by a merger of Organon with a subsidiary of Sun Pharma, with Organon surviving the merger. The transaction is expected to close in early 2027, subject to customary conditions, including regulatory approvals.