Sun-Ranbaxy $4 billion merger completed

Almost a year after announcing a $4 billion deal, Sun Pharmaceutical Industries on Tuesday said merger of Ranbaxy with itself has been 'consummated' following receipt of requisite approvals.

In a filing to the BSE, the company said all the requisite approvals have been received for the merger of Ranbaxy into Sun Pharma effective from the appointed date of April 1, 2014.

It further said the approvals received from the respective High Courts have been filed by Ranbaxy and Sun Pharma with the respective Registrar of Companies today.

"With these filings the merger of Ranbaxy into Sun Pharma has been consummated," the company said.

In April, 2014, Sun Pharma had announced it would acquire troubled rival Ranbaxy in an all-stock transaction worth  $4-billion that includes $800 million debt.

The merger would create India's largest and the world's fifth largest drugmaker.

Earlier in the day, Sun Pharma had announced receipt of RBI nod for transfer of overseas investments of Ranbaxy to it and issue its shares to the non-resident shareholders of the latter as part of their merger deal.

The Reserve Bank of India on Monday also gave approval for transfer of overseas investments held by Ranbaxy in its joint venture and wholly owned-subsidiaries to Sun Pharma, pursuant to the proposed merger of Ranbaxy with Sun Pharma through a Scheme of Arrangement.

The central bank also approved issue of equity shares of Sun Pharma to the non-resident holders of equity shares of Ranbaxy Laboratories, the filing added.

The two firms have received nod from the Competition Commission for sale of seven brands to Emcure Pharma to comply with the fair trade watchdog's conditional nod for their merger.

In an order issued yesterday, CCI approved the deal with Emcure, which would purchase the 'divestment products' that were ordered to be sold in an earlier direction issued in December last by the Competition Commission of India (CCI).

These seven brands were at the core of the CCI's contention that the merger between Sun Pharmaceutical Industries and Ranbaxy Laboratories was 'prima-facie' in violation of competition laws and therefore the regulator had ordered divestment of those products under its 'conditional' approval to the deal

. In December, CCI had directed Sun Pharma to divest all products containing 'Tamsulosin + Tolterodine' which are marketed and supplied under the Tamlet brand name. Similarly, Ranbaxy was directed to divest all products containing Leuprorelin which are marketed and supplied under the Eligard brand name.

It also had to divest products such as Terlibax, Rosuvas EZ, Olanex F, Raciper L and Triolvance.