Sun Pharmaceutical Industries said Monday it will acquire New Jersey-based Organon & Co. in an all-cash transaction valued at $11.75 billion including debt, the largest pharmaceutical acquisition ever struck by an Indian company. Mumbai-based Sun Pharma will pay $14 a share for the women's-health and biosimilars maker, according to a joint statement and an exchange filing.

The deal vaults India's biggest drugmaker into the ranks of the world's top 25 pharmaceutical companies, with combined revenue of $12.4 billion, and deepens its bet on women's health and biosimilars, two areas where Organon has built a portfolio of more than 70 products sold in 140 countries since its 2021 spinoff from Merck.

Strategic rationale

"Following a comprehensive review of strategic alternatives, our Board determined that this all‑cash transaction offers compelling and immediate value to Organon stockholders," Carrie Cox, executive chair of Organon, said in the joint statement.

Kirti Ganorkar, managing director of Sun Pharma, called the purchase "a logical next step in strengthening Sun Pharma's global business," pointing to the United States as a key market for the Indian company's medicines. Dilip Shanghvi, Sun Pharma's executive chairman, said Organon's "portfolio, capabilities and global reach are highly complementary to our own."

Organon's main markets are the U.S., Europe, China, Canada and Brazil, supported by six manufacturing plants across the European Union and emerging markets. Sun Pharma said the transaction will lift its innovative-medicines segment to 27% of revenue from 20% in the financial year ended March 2025. The company's existing innovative portfolio is focused on dermatology, ophthalmology and onco-dermatology.

Sixth acquisition

Organon would be Sun Pharma's sixth acquisition in 16 years, extending a pattern of buying assets in distress or transition. The company purchased Israeli research firm Taro Pharma in 2007 and acquired Ranbaxy Laboratories from Japan's Daiichi Sankyo in 2014 for about $3.2 billion in equity value, taking on a target then under U.S. Food and Drug Administration scrutiny.

Leverage at the combined company will rise. Organon ended December 2025 with $8.6 billion in debt and $574 million in cash, and a net debt-to-EBITDA ratio of 4 times. Sun Pharma is net-cash positive. The combined entity's net debt-to-EBITDA ratio will be 2.3 times, the company said.

"Deals like this tend to be strategically positive but financially nuanced," said Bhavesh Shah, managing director and head of investment banking at Mumbai-based Equirus Capital. Such transactions "can be value accretive over the medium to long term" if they add scale and reach, Shah said, but in the near term they can bring "higher leverage integration costs and execution risks."

Organon shareholders had not yet been polled on the offer, and the companies did not specify a closing date or detail required regulatory approvals in the U.S. and India.

Sun Pharma's India-listed shares rose more than 7% on Monday's announcement. Organon's U.S.-listed shares had climbed nearly 31% on Friday after India's Economic Times reported, citing unidentified people, that Sun Pharma was preparing to buy the company for about $13 billion. Sun Pharma's market value stood at more than $41 billion as of Friday, according to LSEG data.