Saraf And Partners Acts For Viatris In Its Sale Of Biosimilars Business To Biocon Biologics For US$ 3.335 Billion

This deal is the largest M&A deal in India in the biosimilars business and one of the largest M&A deals in India in the pharmaceutical space.

Global healthcare company - Viatris (formerly, Mylan) has, on November 29, completed the sale of its global biosimilars business to Biocon Biologics Limited (“Biocon Biologics”), subsidiary of Biocon Limited for USD 3.335 billion for stock and cash consideration. The cash consideration for the deal is up to US$ 2.335 billion and whereas the remaining consideration is through shares in Biocon Biologics worth US$ 1 billion.

This deal is the largest M&A deal in India in the biosimilars business and one of the largest M&A deals in India in the pharmaceutical space.

The sale of global biosimilars business marks monumental moment to develop a future direction for Viatris that will not only unlock immediate value but will also create a simpler, stronger and more focused company. The proceeds generated by the transaction will enable Viatris to increase its future R&D investments and the transaction also marks an important step for Viatris to leverage its capabilities to focus on more complex and novel products.

By integrating Viatris’ portfolio, Biocon Biologics will have one of the broadest and deepest commercialised biosimilars portfolio in the industry. The acquisition of biosimilars assets of Viatris will significantly strengthen Biocon Biologics’ position in providing affordable access to patients through its portfolio in diabetes, oncology, immunology and other non-communicable diseases.

The deal is one of its own kind which involved numerous complexities, entailed several moving pieces and multiple regulatory approvals (including from the Competition Commission of India and the Reserve Bank of India) from various authorities across jurisdictions.

Saraf and Partners, acted for and advised Viatris on all aspects of the transaction. The team at Saraf and Partners was led by Firm’s Founder and Managing Partner - Mohit Saraf and Partners - Bikash Jhawar, Vivek Pareek and Sahil Arora who were ably supported by Navomi Koshy (Principal Associate); Keshav Pareek (Senior Associate) and Paayas Pandit, Aditya Sood, Anushka Bajpai and Aanchal Khandelwal (Associates).

Akshayy Nanda (Partner) and Praniti Ganjoo (Associate) advised on competition aspects of the deal. Murtaza Zoomkawala (Partner) advised in relation to capital markets related aspects. Lokesh Shah (Partner) advised on tax related aspects of the deal. Satadru Goswami (Partner) advised on banking and finance related aspects involved in the deal. Akshay Jain (Partner) advised on commercial contracts related aspects. Ajay Bhadu and Aastha Trehan (Partners) and Yogendar Singh (Associate) advised on real estate related aspects. Abhishek Chansoria and Ayushi Harsh (Senior Associates) and Ankita Tiwari (Associate) advised in relation to intellectual property related aspects.

Cravath, Swaine & Moore LLP also advised and acted for Viatris on the deal.

Goodwin Procter LLP and Shardul Amarchand Mangaldas & Co advised and acted for Biocon Biologics Limited on the deal.

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