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BIOCON LIMITED

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2025-04-01

2026-03-31

2026-05-07

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2026-05-07

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Notes: 1. The audited standalone and consolidated financial results for the quarter and year ended March 31, 2026 in respect of Biocon Limited (‘the Company’) have been reviewed by the Audit Committee and approved by the Board of Directors of the Company at their meetings held on May 07, 2026. The reports of the statutory auditors are unqualified. 2. These financial results have been prepared in accordance with Indian Accounting Standards (‘Ind AS’) prescribed under Section 133 of the Companies Act, 2013 and other accounting principles generally accepted in India and in terms of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. 3. The consolidated financial results include the financial results of the Company and its subsidiaries as follows: i. Syngene International Limited (‘Syngene’) ii. Biocon Biologics Limited (‘BBL’) iii. Biocon Pharma Limited (‘BPL’) iv. Biocon Academy v. Biocon SA vi. Biocon SDN. BHD vii. Biocon FZ LLC viii. Biocon Biologics International Limited (formerly known as Biocon Biologics UK Limited) ix. Biocon Pharma Inc. x. Biocon Biologics Healthcare Malaysia SDN. BHD xi. Biocon Pharma Ireland Limited xii. Biocon Pharma UK Limited xiii. Biocon Biosphere Limited xiv. Biocon Biologics Inc. xv. Biocon Biologics Do Brasil LTDA xvi. Biocon Biologics FZ-LLC xvii. Biocon Pharma Malta Limited xviii. Biocon Pharma Malta I Limited xix. Syngene USA Inc. xx. Syngene Manufacturing Solutions Limited xxi. Syngene Scientific Solutions Limited xxii. Biocon Biologics Ireland Limited (formerly known as Biosimilar Collaborations Ireland Limited) xxiii. Biocon Biologics UK PLC (formerly known as Biosimilars Newco Limited) xxiv. Biocon Biologics Canada Inc. xxv. Biocon Biologics Germany GmbH xxvi. Biocon Biologics France S.A.S xxvii. Biocon Biologics Spain, S.L.U xxviii. Biocon Biologics Switzerland AG xxix. Biocon Biologics Belgium BV xxx. Biocon Biologics Finland OY xxxi. Biocon Generics Inc. xxxii. Biocon Biologics Morocco S.A.R.L.A.U xxxiii. Biocon Biologics Greece Single Members P.C. xxxiv. Biocon Biologics South Africa (PTY) Ltd xxxv. Biocon Biologics (Thailand) Co. Ltd xxxvi. Biocon Biologics Philippines Inc xxxvii. Biocon Biologics Italy S.R.L xxxviii. Biocon Biologics Croatia LLC xxxix. Biocon Biologics Global PLC Biocon Limited and its subsidiaries are collectively referred to as ‘the Group’. In addition to the above, the consolidated financial results also include the financial results in respect of Biocon India Limited Employee Welfare Trust, Biocon Limited Employees Welfare Trust, Biocon Biologics Employees Welfare Trust and Syngene Employees Welfare Trust. The Company has also accounted for its share of interest in the joint venture i.e. NeoBiocon FZ-LLC (‘JV’) and share of investment in the associate i.e. Iatrica Inc., under the equity method. 4. During the quarter ended June 30, 2025, the Company raised funds by way of allotment of 136,363,635 Equity Shares of face value Rs. 5 each at a price of Rs. 330 per Equity Share under ‘Qualified Institutional Placement’ for an aggregate amount of Rs. 45,000 million, to meet certain financial commitments and / or debt obligations of the Company and its subsidiary, BBL and/ or for other purposes as mentioned in the Placement Document (‘PD’). Out of these proceeds and cash balances: (a) The Company acquired 1,125 outstanding Optionally Convertible Debentures (‘OCDs’) issued by BBL from Goldman Sachs India AIF Scheme- 1 and Goldman Sachs India Alternative Investment Trust AIF Scheme – 2 for an aggregate value of Rs. 16,980 million with a right to convert into equity shares or redeem at maturity. Further the Company has issued a commitment letter effective July 1, 2025, committing to exercise its right to convert OCDs on maturity as per the terms of Subscription Agreement. (b) During the quarter ended September 30, 2025, the Company has settled Commercial paper (‘CP’) for an aggregate value of Rs. 5,988 million; and (c) During the quarter ended December 31, 2025, the Company has made early and full redemption of the 107,000 unlisted, secured, rated, redeemable, Non-convertible Debentures (‘NCDs’) that were issued to Kotak Special Situations Fund for an aggregate value to Rs. 15,390 million. (d) During the quarter ended March 31, 2026, the Company has made early and full redemption of the 50,000 unlisted, secured, rated, redeemable Non-Convertible Debentures (‘NCDs’) of face value Rs. 100,000 each for an aggregate value of Rs. 6,795 million, issued and allotted by the Company on May 19, 2023. 5. On January 14, 2026, the Company raised funds by way of allotment of 112,664,585 Equity Shares of face value Rs. 5 each at a price of Rs. 368.35 per Equity Share under ‘Qualified Institutional Placement’ for an aggregate amount of Rs. 41,500 million, to acquire BBL equity shares from Mylan Inc., acquisition of CCDs of BBL from Edelweiss and general corporate purposes. 6. On November 11, 2025, the Company entered into Debenture Purchase Agreement (‘DPA’) with ESOF III Investment Fund and EAAA India Alternatives Limited (collectively referred to as ‘Edelweiss’) for acquisition of 10,686,044 unlisted, secured, Compulsorily Convertible Debentures (‘CCDs’) of BBL for an aggregate value of Rs. 4,735 million against the gross obligation of Rs. 3,915 million. Resultant loss of Rs. 820 million is accounted under ‘other equity’ in line with accounting policy choice elected at time of initial recognition. The consideration towards the acquisition of these CCDs was paid during the quarter ended March 31, 2026 by the Company. The holder of CCD had the option to either redeem or convert the debentures into equity shares of BBL. Pursuant to acquisition of these CCD’s by the Company from Edelweiss, the Company has exercise the right to convert CCDs into equity shares. 7. Pursuant to the Board approval, the Company has issued and allotted the Commercial Paper of Rs. 18,000 million on December 22, 2025 and of Rs. 2,000 million on January 02, 2026. The Company has made early and full redemption of the Commercial Paper during the quarter ended March 31, 2026 from the funds raised through Qualified Institutional Placement on January 14, 2026. 8. On December 6, 2025, the Company entered into Share Swap Agreement (‘SSA’) with Tata Capital Growth Fund II and Activ Pine LLP for purchase of 33,957,771 equity shares in BBL against 23,863,769 equity shares of the Company on a preferential basis for consideration other than cash, aggregating up to Rs. 9,683 million against the gross obligation of Rs. 10,493 million. Resultant gain of Rs. 810 million is accounted under “other equity” in line with accounting policy choice at time of initial recognition. The preferential allotment of these shares were made on January 05, 2026 by the Company. 9. On January 05, 2026, the Company acquired 112,860,496 equity shares of BBL from Serum Institute Life Sciences Private Limited, Tata Capital Growth Fund II and Activ Pine LLP and issued 79,312,534 equity shares of the Company on a preferential basis for consideration other than cash, aggregating up to Rs. 32,183 million subsequent to the approval by its Board of Directors in their meeting held on December 06, 2025 and shareholders meeting at the Extraordinary General Meeting ("EGM") held on December 31, 2025. The Group recorded a loss on acquisition of equity shares in its subsidiary within other equity in the consolidated financial results. 10. During the year ended March 31, 2026, Syngene has written off Rs. 277 million as unrecoverable balances in receivables due to cumulative changes in foreign exchange rates. Consequent tax impact of Rs. 75 million is included within tax expense for the period. 11. In April 2024, BBL sold to Eris Lifesciences (‘Eris’) its business in relation to Metabolics, Oncology, and Critical Care products in India for a consideration of Rs. 12,420 million. Further, BBL signed a 10 year supply agreement with Eris. This resulted in a gain of Rs. 10,573 million after taking into account working capital and expenses incurred towards commercial collaboration and the same is disclosed under ‘’Other income” in the consolidated financial results for the year ended March 31, 2025. 12. During the year ended March 31, 2025, Biocon Biologics Global PLC, one of the subsidiary of BBL, raised Rs. 67,056 million by issue of senior secured Notes (‘Bonds’), listed on Singapore Stock Exchange. The transaction was settled on October 9, 2024. Additionally, BBL raised Rs. 26,705 million under a commitment agreement for a new syndicate debt facility. The proceeds from the Bonds, along with the new syndicate debt facility, have been utilized to substantially refinance existing debt of USD 1.1 billion (Rs. 92,202 million). This refinancing has enhanced the Group's liquidity profile, provide financial flexibility, and create opportunities for reinvestment in the business. 13. During the year ended March 31, 2025, Syngene has opted for "Vivad se Vishwas Scheme, 2024" which has resulted in settlement of pending TDS assessments related to non-resident tax deductions. Consequent to this, tax expense under the scheme amounting to Rs. 95 million was recorded under the head "Current tax". 14. In accordance with Ind AS 108, the CODM evaluates the Group’s performance based on an analysis of various performance indicators by business segments and geographic segments. Until December 31, 2025, the Group included interest expenses relating to Optionally Convertible Debentures (OCDs) issued by BBL and held by the Company within ‘Biosimilars’ segment. During the quarter ended March 31, 2026, the CODM assessed the performance of ‘Biosimilars’ segment excluding the effect of inter-segment interest expenses and hence, the interest on such OCDs is included under ‘Other un-allocable expenditure/(income)’. The Group has restated segment information for the historical periods presented herein to conform to the current presentation. 15. Events after the reporting period: a. On May 07, 2026, the Board of Directors of the Company recommended a final dividend of Rs. 0.50 per equity share of Rs. 5/-. The proposed dividend is subject to the approval of the shareholders of the Company in its Annual General Meeting. b. On May 07, 2026, the Board of Directors of the Company approved the issue and allotment of equity shares of the Company on preferential basis, for consideration other than cash i.e. swap of equity shares of the Company against the equity shares of BBL held by current and erstwhile employees of BBL, as a part of integration of BBL as a wholly owned subsidiary of the Company, subject to requisite approvals. c. On April 29, 2026, the Board of Directors of Syngene approved an allotment of 729,727 equity shares of Rs. 10/- (Rupees Ten each) of Syngene to Syngene Employees Welfare Trust at face value. d. On April 29, 2026, the Board of Directors of Syngene recommended a final dividend of Rs. 1.25 per equity share of Rs. 10/-. The proposed dividend is subject to the approval of the shareholders of Syngene in its Annual General Meeting. 16. Exceptional items: a. On November 21, 2025, the Government of India notified the four Labour Codes consolidating 29 existing labour laws. The Group assessed and disclosed the incremental impact of these changes on gratuity and compensated absences, particularly relating to the definition of “wages” considering the salary structure existing on the date of notification of Labor Code. The Company presented such incremental impact amounting to Rs. 491 million and Rs. 1,748 million in the standalone and consolidated financial results respectively in the financial results for the period ended December 31, 2025. The associated tax impact of Rs. 70 million and Rs. 270 million in the standalone and consolidated financial results respectively was included in the tax expense for the period. During the quarter ended March 31, 2026, the management re-assessed the impact of new labour codes considering the revised remuneration structure, resulting in a credit of Rs. 268 million and Rs. 783 million in standalone and consolidated financial results respectively for the quarter ended March 31, 2026. The associated tax impact of Rs. 33 million and Rs. 158 million is included in the standalone and consolidated financial results respectively in the tax expense for the quarter ended March 31, 2026. For the year ended March 31, 2026, the net expense recognised under “Exceptional Items” amounted to Rs. 223 million and Rs. 965 million in the standalone and consolidated financial results, respectively. The associated tax impact of Rs. 37 million and Rs. 112 million is included in the standalone and consolidated financial results respectively in the tax expense. b. On December 6, 2025, the Company entered into Share Swap and Share Purchase Agreement (SSPA) with Mylan Inc for purchase of 292,726,366 equity shares in BBL for consideration of Rs. 73,560 million (USD 815 million). Pursuant to above, the Company remeasured the derivative liability recorded earlier in relation to investment in BBL by Mylan Inc and recorded a gain of Rs. 1,842 million as an “exceptional item” in the consolidated financial results for the quarter ended December 31, 2025 and year ended March 31, 2026. The Company obtained shareholder’s approval at the Extra Ordinary General Meeting (EGM) held on December 31, 2025, and accordingly (i) issued 91,967,019 equity shares on a preferential basis at a consideration other than cash aggregating to Rs. 37,318 million (USD 415 million) to acquire 149,056,984 equity shares of BBL on January 05, 2026; and (ii) paid cash consideration of Rs. 18,053 million (USD 200 million) and Rs. 18,189 million (USD 200 million) on January 05, 2026 and January 21, 2026 respectively to acquire 143,669,382 equity shares of BBL. The Group recorded a loss on acquisition of equity shares in its subsidiary within other equity in the consolidated financial results. c. In connection with various transactions referred to note 6 to note 9 above , the Company has incurred expenses towards advisory and legal consultancy services, premium paid on hedges taken for settlement of foreign currency payments, bridge financing cost in respect of commercial papers, additional finance cost towards settlement of certain lenders and settlement against outstanding receivables from Mylan Inc, aggregating Rs. 1,341 million and Rs. 2,102 million as an “exceptional item” in the standalone and consolidated financial results respectively for the year ended March 31, 2026. The associated tax impact of Rs. 222 million and Rs. 329 million is included in the tax expense for the period in the standalone and consolidated financial results. In respect of the aforesaid matters, the amounts included under exceptional items aggregates to reversal of Rs 114 million for the quarter ended March 31, 2026 in the standalone and consolidated financial results respectively. d. On December 6, 2025, the Company and BBL announced a strategic corporate action to fully integrate Biocon Biologics Limited as a wholly owned subsidiary into Biocon Limited. Pursuant to this, the Company and BBL accounted for expenses towards severance payments for certain employees, consultants fee for integration of businesses, employee stock option cost towards acceleration of vesting of ESOPs/ RSUs aggregating Rs 563 million and Rs 1,372 million in the standalone and consolidated financial results. Considering the nature, significance, and non recurring nature of these benefits, the related expenses have been disclosed as exceptional items. The associated tax impact of Rs. 142 million and Rs. 387 million is included in the tax expense for the period in the standalone and consolidated financial results e. During the quarter ended March 31, 2026, Syngene has recorded termination benefits amounting to Rs. 304 million extended to employees in accordance with the approved policy as expense under exceptional item. The associated tax impact of Rs. 51 million is included in the tax expense for the period in the consolidated financial results. f. During quarter ended December 31, 2025 and year ended March 31, 2026, BBL has recorded an exceptional provision of Rs 762 million for inventories in respect of certain molecules in line with its assessment to liquidate these inventories. The provision recorded on these inventories, being high value and non-recurring, same is classified as an exceptional item. The associated tax impact of Rs. 107 million is included in the tax expense for the period. g. During the year ended March 31, 2025, one of the subsidiary of Biocon Pharma Limited (‘BPL’), pursuant to the uncertainty in commercialization of product in certain territories, recorded an impairment of the carrying value of the intangible asset amounting to Rs. 86 million. h. During the year ended March 31, 2025, the Group invested Rs. 75 million in the equity shares issued by Indian Foundation for Quality Management (‘IFQM’) a Company incorporated under section 8 of the Companies Act, 2013. As at March 31, 2025, the Group has fair valued such investment and has recorded fair value charge of Rs. 75 million. During the year ended March 31, 2026, the Group invested Rs. 75 million in the equity shares issued by IFQM a Company incorporated under section 8 of the Companies Act, 2013. The Group has fair valued such investment and has recorded fair value charge of Rs. 75 million in the consolidated financial results. i. During the year ended March 31, 2025, the Company sold 8,000,000 equity shares of Rs. 10 each of Syngene in the open market. The gain arising from sale of aforesaid equity shares amounting to Rs. 6,075 million has been recorded as an exceptional item in the standalone financial results. Consequent tax impact of Rs. 261 million is included within tax expense for the year. The sale proceeds arising from such sale of aforesaid equity shares net of amount transferred to Non-Controlling Interest account, has been accounted in other equity in the consolidated financial results since there is no loss of control. j. During the year ended March 31, 2024, one of the subsidiaries of BBL recorded provision for inventory for a product due to its low demand and consequentially lower probability of liquidation under the head ‘Exceptional Item’. Subsequently, during the year ended March 31, 2025, BBL liquidated such inventory amounting to Rs. 885 million. Hence, the related provision has been reversed and reflected as an exceptional item in the consolidated financial results. Consequential tax impact of Rs. 147 million is included within tax expense. k. Pursuant to repayment of the acquisition debt, as referred to in note 12 above, BBL had written off the unamortized portion of debt raise cost amounting to Rs. 1,216 million pertaining to acquisition debt pursuant to pre-payment of such debt. This has been recorded as an expense in the consolidated financial results for the year ended March 31, 2025. Consequent tax impact of Rs. 304 million is included within tax expense. l. During the year ended March 31, 2025, BBL had received Rs. 2,518 million towards working capital under the existing arrangements, which was recorded at fair value of Rs. 1,382 million having regard to the timing and profitability of recovery. The resulting difference of Rs. 1,136 million is recorded as a gain in the consolidated financial results. Consequential tax impact of Rs. 284 million is included within tax expense. m. During the year ended March 31, 2026, one of the subsidiaries of BBL has reached settlement on a litigation matter with one of its customers for a settlement amount of Rs. 291 million and disclosed under “exceptional item”. The associated tax impact of Rs. 73 million is included in the tax expense for the period. n. During the year ended March 31, 2025, Syngene received its final claim of Rs. 320 million from the insurance company for the loss of fixed assets in fire incident on December 12, 2016. 17. The figure for the quarters ended March 31, 2026 and March 31, 2025 are the balancing figures between audited figures in respect of full financial years and the published unaudited year to date figures upto third quarter of the relevant financial year, which were subject to limited review.

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2028-07-31