Torrent Pharma to acquire JB Chemicals in ₹12,000 cr deal, merger to follow

In a landmark consolidation move in India’s pharmaceutical sector, Torrent Pharmaceuticals Ltd has announced the acquisition of a controlling stake in JB Chemicals & Pharmaceuticals Ltd from global investment firm KKR. The deal, valued at ₹11,917 crore for a 46.39% stake, pegs JB Chemicals’ overall equity valuation at ₹25,689 crore on a fully diluted basis. Torrent has also laid out plans to merge JB Chemicals with itself, aiming to create a future-ready, diversified healthcare platform.

The acquisition will be executed in two phases. First, Torrent will purchase 7.44 crore equity shares from Tau Investment Holdings Pte. — the promoter of JB Chemicals — at a price of ₹1,600 per share in cash. In parallel, it will launch a mandatory open offer to acquire up to 26% of the public shareholding at ₹1,639.18 per share, in compliance with Sebi’s takeover regulations. Torrent has also expressed interest in acquiring up to 2.8% from certain employees who may exercise their vested stock options, at the same price offered to KKR. Moelis acted as financial adviser to Torrent Pharma in this deal.

Following this, the company will pursue a merger under a scheme of arrangement, subject to statutory and shareholder approvals. Under the proposed share swap, every shareholder of JB Chemicals will receive 51 fully paid-up shares of Torrent Pharma (face value ₹5) for every 100 shares of JB (face value ₹1) they hold. The exchange ratio has been recommended by independent valuers and endorsed by the boards of both companies.

With Torrent’s annual revenues exceeding ₹11,500 crore and JB Chemicals clocking ₹3,918 crore in FY25, the merged entity is expected to command a significant footprint in both domestic and international markets. 

Samir Mehta, executive chairman of Torrent Pharma, noted that the acquisition and integration of JB Chemicals aligns with the company’s ambition to expand its product portfolio and tap into new growth segments. “Torrent’s deep India presence and JB Pharma’s fast-growing India business, combined with the CDMO and international footprint, offer immense potential to scale both revenue and profitability,” he said in a press statement issued today.

The acquisition gives Torrent access to several high-growth therapeutic segments and strengthens its position in the chronic and sub-chronic markets. It also provides an entry into new areas such as ophthalmology and a foothold in the CDMO space—particularly in medicated lozenges—while expanding its international reach in markets like Russia, South Africa, and the Philippines.

KKR, which acquired a majority stake in JB Chemicals in 2020, is making a full exit through this transaction. Gaurav Trehan, Co-Head of Asia Pacific and CEO of KKR India, said JB Pharma’s transformation under their stewardship is a testament to KKR’s ability to scale high-quality companies. “We are proud to have collaborated with JB Pharma’s management to support the company’s organic and inorganic growth,” he said, adding that the business is well-positioned for continued growth with Torrent.

JB Pharma’s CEO, Nikhil Chopra, said the past five years had been transformative for the company, enabling it to emerge as one of India’s fastest-growing pharmaceutical players. He expressed confidence that the combination with Torrent would unlock greater opportunities and broaden healthcare access across key markets.