Transaction Details
- Acquisition Structure: Acquisition of 100% equity shareholding in MicroBiopharm Japan Co., Ltd. through Themis Biosyn Japan Limited, a wholly owned subsidiary incorporated in Japan
- Seller: Funds managed or advised by T Capital Partners Co., Ltd., a Japan-based Private Equity Fund
- Transaction Value: JPY 21.5 billion (approximately INR 1,300 crores)
- Payment Terms: Payable at closing
- Funding Structure: Expected to be funded through an optimal mix of debt and equity
- Expected Closing: Q2FY27 (subject to customary approvals and closing formalities)
- Financial Impact: Expected to be EPS accretive
Target Company Profile (MicroBiopharm Japan Co., Ltd.)
- Business: Established Japanese company with over six decades of experience in fermentation, microbial-based research, development, and manufacturing of pharmaceuticals and specialty chemicals
- Revenue: Estimated JPY 9.5 billion (approximately INR 570 crores) for FY26E
- Revenue Composition:
- Proprietary pharmaceuticals and non-pharma products: over 47% of total revenue
- CDMO services: balance of revenue
- Overseas markets outside Japan: approximately 40% of revenue
- Proprietary Pharmaceuticals: Oncology, immunosuppressants, antibiotics, and peptides
- CDMO Capabilities: End-to-end capabilities in both small molecules and biologics, including discovery, development, and manufacturing
- Technologies: P450 enzyme library, Plasmid DNA technology, ADC Conjugation technology, strain and process optimization technology
- Manufacturing Facilities: Three sites in Japan, with two sites having track record of FDA and PMDA audits
- Client Base: Long-standing relationships with leading Japanese and international pharmaceutical companies
Strategic Rationale
- Complementary Capabilities: MBJ adds precision fermentation technologies to GTBL's existing fermentation capabilities
- Technology Access: Acquisition provides access to MBJ's proprietary technologies including P450 enzyme library, Plasmid DNA technology, ADC Conjugation technology
- Manufacturing Expansion: GTBL to provide access to Indian manufacturing capabilities and capacities for MBJ's proprietary pharmaceuticals
- Global Platform: MBJ's global diversified platform with 40% revenue from overseas markets outside Japan
- Regulatory Access: MBJ's GMP-compliant manufacturing facilities with FDA and PMDA audit track record enable expanded access to regulated markets
- Value Creation: Expected through cost competitiveness via fermentation technology integration, expansion into oncology APIs, and advanced modalities (ADCs, plasmids)
- Management Retention: Strong management team with scientific background and academic associations will be continued
Management Commentary
Dr. Sachin Patel, Managing Director, GTBL stated: "This acquisition marks a strategic step in GTBL's evolution toward a next-generation, discovery-led CDMO platform. MBJ's differentiated fermentation and biotechnology capabilities, combined with its strong regulatory track record and scalable infrastructure, significantly enhance our ability to serve global customers across advanced and emerging therapeutic modalities."
He further added: "I would like to take this opportunity to assure that we will continue and build on MBJ's current capabilities, leadership, management and strong base of employees and associates as we scale new horizons leading to mutual growth and success."
Additional Information
- Company Website: www.gtbl.in
- Investor Relations Contact: Adfactors PR - Mr. Rahul Trivedi (rahul.trivedi@adfactorspr.com) and Ms. Saloni Nagvekar (saloni.nagvekar@adfactorspr.com)
- Company Contact: Mr. Krupesh Patel, Chief Financial Officer (krupesh.patel@themismedicare.com)