This is a regulatory disclosure made to the National Stock Exchange of India Limited (NSE) and BSE Limited pursuant to Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.
The disclosure informs that the Committee of the Board of Directors of Gujarat Themis Biosyn Limited, at its meeting held on September 16, 2026, has allotted Non-Convertible Debentures (NCDs) on a private placement basis. This follows a previous board approval communicated on September 10, 2026.
Key Details of the NCD Allotment
- Total Amount Allotted: INR 585 Crores (₹5,850,000,000).
- Number of Instruments: 58,500 NCDs.
- Face Value per NCD: INR 1,00,000.
- Type of Issuance: Private Placement.
- Listing Status: The NCDs are unlisted and will not be listed on any stock exchange.
Breakdown of the Issuance
The total issuance is split into two series:
- NCD Series 1: 29,500 NCDs aggregating INR 295 Crores (₹2,950,000,000).
- NCD Series 2: 29,000 NCDs aggregating INR 290 Crores (₹2,900,000,000).
Terms and Conditions
Tenure:
- Series 1: 60 months (five years) from the Effective Date.
- Series 2: 18 months (one and a half years) from the Effective Date.
Coupon/Interest Rate:
- Series 1: 10% per annum, compounded monthly. Payable quarterly.
- Series 2: 17.75% per annum, compounded monthly. Payable quarterly.
Payment Schedule: For both series, the first coupon payment period commences from (and includes) the first date of the 13th month from the Deemed Date of Allotment and ends on the last date of the 15th month. Subsequent payments follow each successive 3-month period, with the final coupon period ending on the Final Settlement Date (maturity).
Security and Guarantees
The NCDs are secured by assets of the company as per a Debenture Trust Deed executed on September 12, 2026. The security package includes:
- A first ranking pari passu charge by way of hypothecation over present and future movable fixed assets and brands (with related IP rights).
- A first ranking pari passu mortgage over present and future immovable fixed assets, including leasehold interests.
- A second ranking pari passu charge by way of hypothecation over all present and future current assets.
- A first ranking pari passu charge over the Escrow Account, cashflows, and receivables.
- A personal guarantee provided by the promoter, Dr. Sachin Patel.
- A demand promissory note and a related letter of continuity.
Use of Proceeds
The proceeds from the NCD issuance are to be utilized for:
1. Investing in its wholly-owned subsidiary in Japan to finance the acquisition of MicroBiopharm Japan Co., Ltd.
2. General corporate purposes.
Other Information
The annexure confirms there are no special rights attached to the instruments, no history of payment delays or defaults, and no cancellations related to this issuance.
The disclosure was signed and submitted by Vineet Gawankar, Company Secretary & Compliance Officer.