Pearl Organics announced that it has received approval from the Mumbai High Court to proceed with its proposed scheme of amalgamation of Wander Pvt. Limited with Pearl Organics Limited.

The merger, with a swap ratio between Wander Pvt Ltd and Pearl Organic Pvt Ltd at 4:1, will lead to the formation of a consolidated entity, Wanbury Limited. Wanbury Limited will benefit from becoming an integrated pharmaceutical company offering Bulk Drugs and Formulations under one roof. It will gain from the operational, technical and marketing synergies resulting from the merger of the two companies, company said in an official statement.

"Wander markets one of the world's leading brands in Triaminic while Pearl is the world's second largest producer of Metformin with an export presence in over 40 countries. The integration of the bulk drug activities with the formulations business will see the company going from strength to strength in an international market which is full of tremendous possibilities", said K Chandran, director, Pearl Organics.

Pearl Organics Limited has an equity capital of Rs 7,21,61,360 consisting of 72,16,136 shares of Rs 10/- each fully paid up. This would be reorganized to Rs 3,60,80,680 by effecting a reduction of Rs 5/- per share in the paid up value. Every two shares would be immediately and simultaneously consolidated and reduced to one equity share, thus bringing down the restructured equity capital of Pearl Organics in the new entity to Rs 3,60,80,680 comprising 36,08,068 equity shares fully paid up.

Pursuant to the merger, the effective holding of the promoters of Wander Pvt. Limited in the merged entity would go up from an indirect holding of 46.6 per cent (through Wander) to 79.69 per cent. However, the management will remain unchanged. K Chandran shall continue to be on the board of directors of the company along with K R N Moorthy and Dr. S P Adarkar. Satnam Chawla, who currently heads the formulations business at Wander Pvt Limited would continue. The company is also in the process of including a few more independent Directors to the board in the next few months.

The merged entity is currently generating a top line of Rs 8 crore a month, and the future of the merged entity looks very bright with the integration of the bulk actives and formulations businesses. API facilities are being expanded to cater to a larger number of trade partners in regulated markets and its R&D facilities are being beefed up for adding new products in its portfolio. A new R&D centre is being set up at Navi Mumbai at the cost of almost Rs 6 crore. The formulations business will be expanded through brand extensions, brand acquisitions and widening of the therapeutic focus of the company to leverage on its all India presence. Plans are also afoot at the company to venture into Generic Formulations for the US markets, the release says.