Sun Pharmaceutical Industries Ltd, India’s largest drugmaker by market capitalisation and revenue, is evaluating the acquisition of US-based Organon, a women’s healthcare specialist with a growing biosimilars
portfolio, people familiar with the matter told The Economic Times (ET).
The potential deal comes nearly a decade after Sun’s acquisition of Ranbaxy and could mark its most ambitious overseas transaction yet. The proposed takeover is estimated at around USD 10 billion, including debt, and would be the largest cross-border acquisition in India’s pharmaceutical sector. One person cited by ET described the deal as “transformative” for Sun, adding that it would significantly strengthen the company’s US presence.
ET reported that Sun’s advisors include a European bank that is preparing a financial proposal for Organon’s board. Organon, which was spun off from MSD (Merck Sharp & Dohme) in 2021 with USD 9.5 billion of inherited debt, has since pursued inorganic growth, including the USD 1.2 billion acquisition of Dermavant from Roivant in September 2024. Organon’s debt stood at USD 8.9 billion at the end of the second quarter of 2025, and the company has been divesting non-core assets to streamline its balance sheet. Its market capitalisation is about USD 2.28 billion, with shares closing at USD 8.76 on Friday, down sharply from a peak of USD 17–18 in November 2024. The stock has risen 28.1% in the past month on takeover speculation, after falling 20.9% in late October following reports of sales malpractices. Former CEO Kevin Ali subsequently stepped down, and Joseph Morrissey was appointed interim CEO while the search for a permanent chief continues.
For the third quarter of 2025, Organon reported revenue of USD 1.60 billion, up 1% year-on-year, while its full-year revenue guidance was trimmed to USD 6.20 billion and adjusted EBITDA margin guidance lowered to about 31%. In FY24, Organon posted revenue of USD 6.4 billion and EBITDA of USD 1.95 billion. Sun Pharma, with a market capitalisation of about USD 45 billion, reported FY25 revenue of Rs 52,041 crore (USD 6.19 billion) and EBITDA of Rs 15,300 crore (USD 1.82 billion), up 17.3%, ET said. People cited by ET added that Sun has been in discussions with Organon since the US company stepped up asset sales, including the USD 465 million divestment of its JADA post-partum haemorrhage system to Laborie Medical. Nexplanon remains Organon’s top-selling biopharma product, generating around USD 179 million in the second quarter of FY25.
ET noted that talks earlier stalled due to high valuations, but Sun has re-engaged after Organon’s share price halved. It is still unclear whether Sun will pursue an all-cash offer or a mix of cash and stock. Negotiations may not necessarily result in a deal, and a bidding war is also possible, people familiar with the matter cautioned. If completed, the combined entity’s pro forma leverage would be about 2.5 times net debt to EBITDA, adjusted against Sun’s cash reserves of roughly Rs 20,000 crore. Sun’s total debt stands at just Rs 2,362 crore, according to its FY25 annual report.
Biosimilars and portfolio fit
According to ET, the global biosimilars market is dominated by a handful of players including Sandoz, Pfizer, Biogen, Amgen, Celltrion, Samsung Bioepis and Biocon, which together control about 70% of sales. Samsung Bioepis, Organon’s biosimilars manufacturing partner, was earlier reported as a potential bidder but later denied any such plans.
Sun Pharma already has around 12 branded products and a strong commercial footprint in the US, and is seeking to expand its portfolio further. Its innovative pipeline includes at least six drugs in advanced clinical stages, including an early-stage weight-loss therapy. In FY25, Sun’s US innovative products portfolio grew to USD 1.21 billion, led by its psoriasis drug Ilumya, along with products such as Leqselvi, Sezaby, Winlevi, Odomzo, Cequa, Bromsite, Xelpros and Yonsa.
Organon, meanwhile, derives a large part of its sales from women’s health brands such as Nexplanon, Nuvaring, Marvelon, Follistim and Ganirelix. Its biosimilars portfolio includes Renflexis, Ontrusant, Brenzys, Aybintio and Hadlima, which together added about USD 660 million to sales last year. The company’s established products contribute about USD 1 billion, spanning cardiovascular, respiratory and non-opioid pain therapies.
An executive quoted by ET said the acquisition could be “orbit-changing” for Sun Pharma, positioning it strongly as a branded and innovative drug maker. “Specialised women’s healthcare products and biosimilars are the missing pieces in Sun Pharma’s US portfolio,” the executive said.
Drug pipeline and past deals
Organon has told investors that from 2026 onward it plans to expand EBITDA, accelerate strategic growth drivers, maintain deal momentum and strengthen its R&D pipeline. The company traces its research heritage to Europe, where Merck’s blockbuster cancer drug Keytruda originated in Organon’s laboratories.
The report also highlighted Sun Pharma’s recent acquisitions, including Checkpoint Therapeutics for USD 416 million in 2025, which strengthened its oncology portfolio, and Concert Pharma in 2023 for USD 576 million, giving it rights to Leqselvi for alopecia areata. Sun recently launched Unloxcyt in the US, further expanding its onco-dermatology presence.
If the Organon deal goes through, one executive told ET that Dilip Shanghvi’s son Aalok may move to the US to oversee operations, underscoring the strategic importance of the transaction for Sun Pharma.
