Alembic Pharmaceuticals : Amalgamation/Merger

Date: 29th March, 2022

To,	To,
The Secretary	The Secretary
BSE Limited	National Stock Exchange of India Limited
Phiroze Jeejeebhoy Towers	Exchange Plaza, Sandra Kurla Complex
Dalal Street, Mumbai 400 001	Sandra (E), Mumbai 400 051
Scrip code: 533573	Scrip Code: APLLTD
Dear Sir/Madam,

Sub: Intimation under Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ('SEBI Listing Regulations').

This is to inform the exchange that pursuant to the approval granted by the Board of Directors at its meeting held on 28th March, 2022, the Company has entered into Share Purchase Agreement with Orbicular Pharmaceutical Technologies Private Limited (Orbicular), joint venture partner in Aleor Dermaceuticals Limited (Aleor) to acquire the 40% stake held by them in Aleor. Pursuant to said acquisition, Aleor becomes a wholly- owned subsidiary of the Company.

The Press Release and the detailed disclosure pursuant to Regulation 30(2) of the SEBi Listing Regulations in this regard is also enclosed herewith as Annexure - I.

Further, the Board of Directors of the Company at its adjourned meeting held on 29th March, 2022, on recommendation of the Audit Committee has also considered and approved the Scheme of Arrangement in the nature of Amalgamation of Aleor Dermaceuticals Limited ('Transferor Company') with Alembic Pharmaceuticals Limited ('Transferee Company') and their respective shareholders under Sections 230 to 232 of the Companies Act, 2013 and rules framed thereunder ('Scheme').

The Scheme shall be subject to the approval of shareholders, creditors and debenture holders of the companies involved and other statutory and regulatory approvals, as may be required, including that of National Company Law Tribunal, Ahmedabad Bench.

The Appointed date for the Scheme would be 1st April, 2021.

In terms of Regulation 37(6) of the SEBI Listing Regulations, the provisions of Regulation 37 of Listing Regulations are not applicable to draft schemes which solely provide for merger of a wholly owned subsidiary with its holding company. Hence, 'No Objection

REGO. OFFICE : ALEMBIC ROAD, VADODARA - 390 003, INDIA• TEL : [phone] • FAX : [phone]

Website : www .alemblcpharmaceuticals.com • E-mail :[e-mail]

CIN: L24230GJ2010PLC061123 .· . /

Letter' on the Scheme is not required to be obtained from the Stock Exchanges on which equity shares of the Company are listed.

However, in accordance with the provisions of Regulation 37(6) of the SEBI Listing Regulations read with the provrsions of SEBI Master Circular No. SEBI/HO/CFD/DIL 1/CIR/P/2021/0000000665 dated 23rd November, 2021 such draft schemes shall be filed with the Stock Exchanges for the purpose of disclosures and the Stock Exchanges shall disseminate the scheme documents on their websites.

The detailed disclosure pursuant to Regulation 30(2) of the SEBI Listing Regulations in this regard is also enclosed herewith as Annexure - II.

We request you to please take the above on record.

Thanking you,

Yours faithfully,

For Alembic Pharmaceuticals Limited

C~:ngh Saluja

Company Secretary

Encl.: Na.

REGO. OFFICE : ALEMBIC ROAD, VADODARA - 390 003, INDIA • TEL : [phone] • FAX : [phone]

Website:www.alembicpharmaceutlcals.com •E-mail: [e-mail]

CIN: L24230GJ2010PLC061123.- . ::

PRESS RELEASE

ALEMBIC PHARMACEUTICALS ACQUIRES 100% STAKE IN ALEOR

DERMACEUTICALS

• • Derma is a high growth potential segment; Synergies between the . organisations will bring in operational and cost efficiencies

• • With USFDA approved State of the Art facility, 15 products under development and 30 ANDAs will witness accelerated growth

• • The amalgamation will complement business across US, and rest of the world

Vadodara, Tuesday 29th March, 2022: Alembic Pharmaceuticals Limited ("Alembic" or "the Company") has acquired the balance 40% stake in Aleor Dermaceuticals Limited ("Aleor") from its JV Partner Orbicular Pharmaceutical Technologies Private Limited ("Orbicular") to strengthen its skin-related manufacturing and marketing footprint. Aleor has product offerings across Cream, Gel, Ointment, Shampoo, Lotion, Solutions, Sprays, Foams, Microsponge and Nanoparticulate platform-based products.

The Board . of Directors of Aleor has been reconstituted with Orbicular nominees resigning from the Board. The Board of Directors of Alembic has also approved, subject to approval from NCLT and ot~er regulatory bodies, the merger of Aleor with Alembic.

The amalgamation will integrate business operations and provide impetus to the existing portfolio of Alembic. The acquisition augers well with the strategic planning and growth trajectory set by the company to capture higher market share in various segments of its pharmaceutical business.

The combined entity will have a bigger portfolio of products and direct access to markets, which will strengthen overall capabilities to serve more efficiently across different therapies, both overseas as well as domestic. Further the growth of business envisages adequate capital and resources commitments and hence the merger shall enable the pooling of abundant resources and impetus to the growth at a consolidated level.

Pranav Amin, Managing Director of Alembic said "We are happy to make Aleor our 100% subsidiary and thereafter, post merger, a unit of Alembic. This will further bolster our global reach with cutting-edge research and development in the derma space and enhance our integrated dermatology platform with a comprehensive collection of scientifically-proven products for daily skincare regimens and peri-procedural use."

According to IQVIA prognosis report, the dermatology market is forecasted to grow in double digits and increase its market share within the pharma market. The acquisition

REGO. OFFICE : ALEMBIC ROAD, VADODARA - 390 003, INDIA • TEL : +91-265-~280550 • FAX : +91-265

Website:www.alembicpharmaceuticals.com • E-mail : [e-mail]

CIN: L24230GJ2010PLC061123.· .. :

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will unlock the full potential of Aleor and drive significant value creation through synergies with Alembic.

Dr. M. S. Mohan, Managing Director of Orbicular said "It has been a great experience. We thank Alembic for the enriching partnership and now Orbicular would bolster its development capabilities in advancing several interesting and exciting opportunities in complex products."

About Alembic Pharmaceuticals Limited

Alembic Pharmaceuticals Limited, a vertically integrated research and development pharmaceutical company, has been at the forefront of healthcare since 1907. Headquartered in India, Alembic is a publicly listed company that manufactures and markets generic pharmaceutical products all over the world. Alembic's state of the art research and manufacturing facilities are approved by regulatory authorities of many developed countries including the USFDA. Alembic is one of the leaders in branded generics in India. Alembic's brands, marketed through a marketing team of over 5000 are well recognized by doctors and patients. Information about the company can be found athttp://www.alembicpharmaceuticals.com/; (Reuters: ALEM.NS) (Bloomberg: ALPM) (NSE: APLL TD) (BSE: 533573)

About Orbicular Pharmaceutical Technologies Private Limited

Orbicular Pharmaceutical Technoloqies is a Speciality Pharmaceutical Company · engaged in the development and licensing of complex pharmaceutical products to global partners.

For more information contact:

Ajay Kumar Desai	Mitanshu Shah
Phone: +91 22 - 306 11681	Phone: +91 265 - 6637630
Email:[e-mail]	Email:[e-mail]

REGO. OFFICE : ALEMBIC ROAD, VADODARA - 390 003, INDIA • TEL : [phone] • FAX : +91-265~2282837

Website:www.alemblcpharrnaceutlcals.com • E-mail : alembl~@alembic.co.in

CIN: L24230GJ2010PLC061123.- . _:·

Annexure -1

Disclosures in respect of acquisition of 40% stake of Orbicular Pharmaceutical Technologies Private Limited ("Orbicular"), in Aleor Dermaceuticals Limited (Aleor) pursuant to Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("SEBI Listing Regulations")

Sr.

Particulars

Details

No.

• 1. Name of the target entity, details in Aleor Dermaceuticals Limited ("Aleor")brief such as size, turnover etc.

  For further details, please refer point no. 10 below.

• 2. Whether the acquisition would fall No. within related party transaction(s) and whether the promoter/ promoter The acquisition does not fall within group/ group companies have any related party transaction(s) and the interest in the entity being acquired? promoter/ promoter group/ group If yes, nature of interest and details companies do not have any interest in thereof and whether the same is done the entity being acquired.

  at "arms length"

• 3. Industry to which the entity being Pharmaceuticals - Dermaceuticals acquired belongs

• 4. Objects and effects of acquisition The acquisition will inter alia enable (including but not limited to, the Company to integrate its business disclosure of reasons for acquisition operations and provide impetus to the of target entity, if its business is operations of the Company.

  outside the main line of business· of

  the listed entity)

  Post completion of the acquisition, Aleor becomes a wholly-owned subsidiary of the Company.

• 5. Brief details of any governmental or No .. regulatory approvals required for the acquisition

• 6. Indicative time period for completion Completed, subject to administrative

  of the acquisition

  procedures.

• 7. Nature of consideration - whether Cash consideration. cash consideration or share swap and details of the same

REGO. OFFICE : ALEMBIC ROAD, VADODARA - 390 003, INDIA• TEL : [phone] • FAX : [phone]

Website :www.alemblcpharmaceutlcals.com • E-mail : [e-mail]

CIN : L24230GJ2010PLC061123 ... )