Credit Rating- Revision

GUJARAT THEMIS BIOSYN LIMITED CIN: L24230GJ1981PLC004878 REGD. OFFICE & FACTORY: 69/C GIDC INDUSTRIAL ESTATE, VAPI – 396 195, DIST. VALSAD, GUJARAT, INDIA TE: 0260-2430027 / 2400639 E-mail:hrm@gtbl.in.net GTBL/BSE/NSE/2026-27/36 17th July, 2026 Corporate Relationship Department Listing Department BSE Limited National Stock Exchange of India Limited Floor 25, Phiroze Jeejeebhoy Towers Exchange Plaza, Dalal Street, Mumbai- 400001 Bandra Kurla Complex, Scrip Code – 506879 Bandra (East), Mumbai- 400051 Symbol: GUJTHEM Dear Sir/Madam, Sub: - Disclosure under Regulation 30 read with Para A of Schedule III and Regulation 46(2) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 - Credit Ratings by CARE: We would like to inform you that based on rating assessment undertaken by CARE Ratings Limited (“CARE”), the rating assigned to the Company is as under: Name of the Facilities Ratings Remarks / Rating Agency Action CARE Ratings Long Term Bank CARE BBB (RWN) Placed on Rating Limited Facilities Watch with Negative Implications CARE Ratings Short Term Bank CARE A3+ (RWN) Placed on Rating Limited Facilities Watch with Negative Implications The Company has made representation to the Rating Agency which is enclosed with this letter. Kindly take the same on record. Thanking you, Yours faithfully For Gujarat Themis Biosyn Limited Vineet Gawankar Company Secretary and Compliance Officer Encl:  Copy of Press Release  Copy of Company’s Representation to Rating Agency MUMBAI OFFICE: Themis House, 11/12 Udyog Nagar, S.V Road, Goregaon (West), Mumbai – 400 104 Tel: 91-22-67607080 / 28757836 Fax: 28746621 / 67607019 E-mail: gtblmumbai@gtbl.in Website Address: www.gtbl.in Press Release Gujarat Themis Biosyn Limited July 15, 2026 Name of the Amount Facilities/Instruments Rating2 Rating Action Regulator1 (₹ crore) Placed on Rating Watch with Negative Long-term bank facilities RBI 75.00 CARE BBB (RWN) Implications Placed on Rating Watch with Negative Short-term bank facilities RBI 5.00 CARE A3+ (RWN) Implications Details of instruments/facilities in Annexure-1. Rationale and key rating drivers CARE Ratings Limited (CareEdge Ratings) has placed ratings of ‘CARE BBB / CARE A3+’ assigned to bank facilities of Gujarat Themis Biosyn Limited (GTBL) on ‘Rating Watch with Negative Implications’ following GTBL’s major acquisition plans to be undertaken in the near-to-medium term. GTBL has announced two acquisition plans, which includes acquisition of 100% equity shareholding of MicroBiopharm Japan Co., Limited (MBJ), Japan, through its wholly owned subsidiary Themis Biosyn Japan Limited at a total purchase consideration of ¥1.5 Billion (~₹1,300 crore) and it also signed an asset purchase agreement with Sanofi for acquiring a portfolio of anti-tuberculosis (TB) and anti-infective brands and associated trademark rights at a purchase consideration of €158 million (~₹1,700 crore). MBJ acquisition is proposed to be completed by Q2FY27 followed by select product portfolio purchase from Sanofi. The acquisition is subject to regulatory approvals, and funding mix is yet to be finalised. The rating watch reflects concerns surrounding the company’s proposed large-scale acquisitions (~10x of its tangible net worth) in the near-to-medium term, and uncertainty regarding the funding structure for these transactions. CareEdge Ratings notes that the company planned to raise ₹1,000 crore through qualified institutional placement (QIP), for which timely completion remains critical for the MBJ acquisition. There is an indirect encumbrance created on equity shares held by an investment company of promoters Pharmaceutical Business Group (India) Limited (PBGIL) (which holds 47% of the equity shareholding in GTBL). As such CareEdge Ratings will continue to monitor developments in relation to the acquisition, funding mix and its overall impact to the GTBL’s financial risk profile and will take a view accordingly on GTBL’s ratings once more clarity on these matters emerge. Ratings continue to derive strength from experienced and qualified promoters and management team, niche product offerings despite high dependency on a few products, accredited manufacturing facilities and near completion of capex, healthy profit margins, comfortable capital structure and debt coverage indicators. However, ratings continue to be constrained by its moderate scale of operations, working capital intensive operations, project execution risk associated with capital expenditure undertaken for setting up hybrid power generation unit and stabilisation risk associated to recently enhanced fermentation capacities and commencement of active pharmaceutical ingredients (API) unit. Ratings further continue to be constrained due to customer and supplier concentration risk, intense competition and presence in a fragmented industry and profitability margins susceptible to raw material prices. Rating sensitivities: Factors likely to lead to rating actions Positive factors • Increasing scale of operations marked by total operating income (TOI) exceeding ₹250 crore while maintaining profit before interest, lease rentals, depreciation and taxation (PBILDT) margin at present level on a sustained basis. • Successful completion and stabilisation of the capex pertaining to fermentation, API and power-generation unit without cost and time overruns. 1SEBI: Securities and Exchange Board of India; RBI: Reserve Bank of India; MCA: Ministry of Corporate Affairs; IRDAI: Insurance Regulatory and Development Authority of India; PFRDA: Pension Fund Regulatory and Development Authority 2Complete definitions of the ratings assigned are available at www.careratings.com and in other CARE Ratings Limited’s publications. 1 CARE Ratings Ltd. Press Release Negative factors • Deterioration of capital structure with overall gearing exceeding beyond 1x on a sustained basis. • Substantial deterioration in profitability leading to build up stretch in the company’s liquidity profile amidst capex execution. • The company’s inability to complete of project in timely manner resulting in substantial cost overrun, impacting liquidity and credit metrics. Analytical approach: Standalone Outlook: Not applicable Detailed description of key rating drivers: Key strengths Experienced and qualified promoters and management team GTBL is actively managed by promoters of Themis Medicare Limited (TML; rated CARE BBB-; Negative / CARE A3) since 2007. Dr Dinesh Patel is the Chairman and his son, Dr Sachin Patel, Managing Director and CEO, are qualified professionals with doctoral degrees in Medicinal Chemistry and possess over three decades average experience in pharmaceutical industry. Dr Dinesh Patel has been the recipient of several industrial accolades, while Dr Sachin Patel holds a doctorate in Biological Chemistry from Christ’s College, University of Cambridge, UK. Promoters are assisted by well-qualified independent directors having significant experience across industries. Promoters are also supported by qualified and experienced second-tier management actively involved in the company’s day-to-day operations. Niche product offerings, despite high dependency on a few products The company is engaged in manufacturing intermediates; Rifamycin S and Rifamycin O, using the fermentation process. Rifamycin S is an intermediate for manufacturing drug Rifampicin and Rifamycin O is an intermediate for manufacturing drug, Rifaximin. Rifamycin is used for the treatment of several types of bacterial infections, including tuberculosis, Mycobacterium avium complex, leprosy, and Legionnaires’ disease. Rifaximin is used for the treatment of diarrhoea, irritable bowel syndrome, and hepatic encephalopathy. Owing to its complex fermentation capabilities with high capex involved, there is limited entry barrier. Considering its niche product offerings, the company has been able to command healthy profit margins in the lifecycle of these products. Raw material sourcing and accred [Showing first 8,000 characters — download PDF for full document]