Mumbai, India | February 4, 2025 – Cipla Limited (NSE: CIPLA) has announced the acquisition of its wholly owned subsidiary, Cipla Medpro South Africa Proprietary Limited (CMSA), in a deal valued at ₹4,141.6 crore. The investment is intended to reduce inter-group debt and improve the capital structure of CMSA and its subsidiaries.
Key Highlights of the Acquisition
- Target Entity: Cipla Medpro South Africa Proprietary Limited (CMSA)
- Industry: Pharmaceuticals
- Country of Presence: South Africa
- Nature of Consideration: Cash
- Cost of Acquisition: ₹4,141.6 crore (Converted from ZAR 899,999,992 at an exchange rate of 4.60183)
- Turnover of Target Entity (FY2023-24): ₹3,167.4 crore
- Profit After Tax (FY2023-24): ₹4,576.4 crore
- Net Worth of Target Entity: ₹5,230.2 crore
- Indicative Completion Date: On or before February 28, 2025.
Strategic Rationale for the Acquisition
Cipla Limited has emphasized that the primary objective of this acquisition is to enhance the financial health of CMSA by restructuring inter-group liabilities. The transaction is aligned with the company's strategy to strengthen its presence in South Africa, a key international market.CMSA serves as the holding company for Cipla's operations in South Africa, involved in the manufacturing, marketing, and supply of pharmaceutical products. The acquisition further consolidates Cipla’s position in the South African pharmaceutical industry.
Regulatory and Transactional Aspects
- Related Party Transaction: The acquisition is categorized as a related party transaction but has been conducted at arm’s length and in the ordinary course of business.
- Materiality: The transaction is not classified as a material related party transaction, hence shareholder approval is not required under SEBI LODR regulations.
- Board Approval Date: The investment was approved by the Board through a circular resolution on January 31, 2025.
- Special Resolution Date: A placeholder date of January 1, 2031, has been mentioned due to a technical requirement in regulatory filings.
Financial Performance of CMSA (Past Three Years)
Financial Year | Turnover (₹ Crore) |
---|---|
2023-24 | 3,167.4 |
2022-23 | 5,160.0 |
2021-22 | 7,870.0 |