Panacea Biotec Ltd. — Earnings Release 2024

November 13, 2024

The Manager, Listing Department The National Stock Exchange of India Ltd. Exchange Plaza, Bandra Kurla Complex, Bandra (E), Mumbai - 400 051 NSE Symbol: PANACEABIO

BSE Limited Corporate Relationship Department, Phiroze Jeejeebhoy Towers, Dalal Street, Mumbai - 400 001 BSE Scrip Code: 531349

Digitally signed by

• Sub: 1. Standalone and Consolidated Unaudited Financial Results (Provisional) along with Limited Review Report for the quarter and half year ended September 30, 2024
• 2. Fund raising by way of external commercial borrowings
• 3. Appointment of Mr. Rajesh Jain, Chartered Accountant as an additional director in the capacity of Non-Executive Independent Director w.e.f. 13.11.2024
• 4. Re-appointment of Dr. Rajesh Jain as Chairman and Managing Director w.e.f. 01.01.2025
• Ref: Disclosure under Regulation 30 and 33 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015

Dear Sir / Madam,

In continuation to our earlier letters dated October 30, 2024 and November 08 2024, we wish to inform you that pursuant to Regulations 30 and 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("SEBI LODR Regulations"), the Board of Directors of Panacea Biotec Limited ("the Company") has, at its meeting held today, i.e. November 13, 2024, inter-alia, considered and approved:

1. Unaudited Standalone and Consolidated Financial Results (Provisional) of the Company (which have been subjected to Limited Review by the Statutory Auditors) for the quarter and half year ended September 30, 2024. The said results were also reviewed by the Audit Committee in its meeting held on November 12, 2024. A copy of the Statement of the said results along with the Limited Review Report is enclosed herewith as Annexure - A.

Pursuant to Regulation 47(1)(b) of the SEBI LODR Regulations, the Extract of Statement of above said financial results is being sent for publication in newspapers.

Further, pursuant to Regulation 46(2)(1) of the SEBI LODR Regulations, the above said financial results are being uploaded on the website of the Company i.e. www.panaceabiotec.com.

1. Raising of funds by way of External Commercial Borrowings ("ECB") of an amount upto US\$ 20 million (equivalent to ~Rs.168.16 Crore) from the U.S. International Development Finance Corporation (DFC), out of which ~US\$ 3 million will be used to

finance the capital expenditure in relation to expansion of the manufacturing capacity of the hexavalent vaccine EasySix® (the "Projects") and ~US\$ 17 million of the loan will be used to refinancing its existing rupee loans availed by the Company from its affiliates including Panacea Biotec Pharma Limited for the said Projects.

• 1. Appointment of Mr. Rajesh Jain, Chartered Accountant (DIN: 10619014) as an additional director in the capacity of non-executive Independent Director, based on the recommendation of the Nomination and Remuneration Committee of the Company, for a term of 5 (five) consecutive years with effect from November 13, 2024, subject to the approval of the shareholders of the Company through postal ballot.
• 1. Re-appointment of Dr. Rajesh Jain (DIN: 00013053) as Chairman and Managing Director under the category of Key Managerial Personnel, liable to retire by rotation, based on the recommendation of the Nomination and Remuneration Committee of the Company, for a term of 3 (three) years with effect from January 01, 2025, subject to the approval of the shareholders of the Company through postal ballot.

The Company has received confirmation from Mr. Rajesh Jain, Chartered Accountant stating that he meets the criteria of 'Independence' under the provisions of the Companies Act, 2013 and the SEBI LODR Regulations. Further, the directors being appointed by the Company as aforesaid are not debarred from holding the office of director by virtue of any SEBI order or any other such authority.

The details as required under the SEBI LODR Regulations read with SEBI Circular SEBI/HO/CFD/CFD-PoD-1/P/CIR/2023/123 dated July 13, 2023, is given in Annexure - B attached herewith.

The Board Meeting was started at 11:30 A.M. and concluded at 15:35 P.M.

This is for your kind information and record please.

Thanking you, Sincerely yours, For Panacea Biotec Limited

Devender Gupta Digitally signed by Devender Gupta Date: 2024.11.13 15:37:21 +05'30'

Devender Gupta Chief Financial Officer and Head Information Technology

Panacea Biotec Limited (CIN: L33117PB1984PLC022350)

Notes:

¹The above is an extract of the detailed format of Quarterly and Half Yearly Financial Results filed with the Stock Exchanges under Regulation 33 of the SEBI {Listing Obligations and Disclosure Requirements) Regulations, 2015, The full format of the Quarterly and Half Yearly Financial Results is available on the Stock Exchanges websites, NSE- hitp://wwvw.nseindia.com, BSE- hitp://sww.bseindia com and is also available on the Company's websit, http://www panacezbiotec.com

2 The above financial results were reviewed by the Audit Committez of the Board of Directars and approved by the Board of Directors at their meetings held on November 12, 2024 and November 13, 2024 respzctively.

³The financial results have been prepared in accordance with the recognition and measurement principles of applicable Indian Accounting Standard ("Ind-AS") notified under the Companies (Indian Accountir.g Standards) Rules, 2015 as specified in section 133 of the Companies Act, 2013,

4 Previous period / year amounts have been regrouped/ reclassified to make them comparable with those of current period/ year.

Place: New Delhi Date: November 13, 2024

For and on beaalf of the Board of Directors of Pa Dr. Rajg Chairman & Managing Director Biotec Limited

CIN: L33117PB1984PLC022350 - Ph. No, 91-11-41679000, Fax: 91-11-41679070, Panacea Biotec Limited Regd Office : Ambala-Chandigarh Highway, Lalru- 140501, Punjab 'Website: hitps://www.panacea-biotec.com, E-mail: Corporate@panaceabiotec. com Panacea Biotec

Statement of Standalone and Consolidated Financial Results (Unaudited) for the Quarter and Half Year Ended September 30, 2024

Notes:

• The above financial results of Panacea Biotec Limited ('the Company' or 'PBL') were reviewed by the Audit Committee of the Board of Directors and approved by the Board of Directors at their meetings held on November 12, 2024 and November 13, 2024 respectively and have been reviewed by the statutory auditors of the Company.
• The financial results have been prepared in accordance with the recognition and measurement principles laid down in the Indian Accounting Standards ("Ind AS") notified under the Companies (Indian Accounting Standards) Rule, 2015, as amended from time to time, specified under section 133 of the Companies Act, 2013.
• The consolidated financial results of the Company have been prepared by consolidating the Company's reviewed financial results for the respective periods with the reviewed / management certified financial results of the following wholly-owned subsidiaries (*WOS") and the Enterprises over which the Company exercises control (the Company, these subsidiaries and the enterprises hereinafter collectively referred to as "the Group™):

• (i) Indian WOS: Panacea Biotec Pharma Limited ("PBPL") and Meyten Realtech Private Limited;

• (i) Overseas WOS: Panacea Biotec (International) S.A., Panacea Biotec Germany GmbH and Panacea Biotec Inc.; and (iii) Enterprises over which the Company exercises control*: PanEra Biotec Private Limited and Adveta Power Private Limited. *considered as a subsidiary for the purpose of consolidation as per Ind AS 110

• For the half year ended September 30, 2024, the Company has incurred loss (before tax and exceptional items) of Z1,368 lakh (half year ended September 30, 2023: profit of 2449 lakh) and the Group has incurred a loss (before tax and exceptional items) of 21,780 lakh (half year ended September 30, 2023: loss of 22,526 lakh). In March 2022, PBPL had sold its pharmaceutical formulations brands in India and Nepal, for a total consideration of 187,200 lakh, which enabled the Group to repay its outstanding dues of Non-Convertible Debentures (NCDs) and retain sufficient surplus to fund its existing projects and operations and also helped the Group to enter new market and expediting development of new products. The surplus funds with the Group have also strengthened the working capital position, setting up new facilities for enhancement of capacities for manufacturing of vaccines drug substance and scaling up its pharmaceutical formulations business in international markets including ROW countries, USA / EU, etc. and to pursue other business opportunities. The Company has already received higher long-term business orders for vaccines from key institutional customers. Based on these measures and continuous efforts to improve the business performance, the management has prepared the financial results on a going concern basis.
• During the half year ended September 30, 2024, the Group has recognised revenue of 2551 lakh (half year ended September 30, 2023: ¥3,051), out of the remaining deferred consideration of 5,710 lakh (September 30, 2023: 29,313 lakh) from sale of domestic pharmaceutical brands, under "Exceptional Item" in the consolidated statement of the profit and loss and the balance deferred consideration of 5,159 lakh (September 30, 2023: 26,262 lakh) would be recognised as revenue in subsequent quarters / years and is shown as Contract Liability.
• On July 1, 2024, the Company received a copy of Request for Arbitration filed by Human Vaccine Limited Liability Company, Russia ("HV") with London Court of International Arbitration ("LCIA") for initiating arbitration alleging that the Company has been in alleged breach of its obligations under the Technology Transfer Agreement dated October 22, 2020 entered into between HV and the Company ("TTA") for manufacturing of Covid-19 vaccine, and is thus liable to refund the advance payment of US\$ 7 million plus interest thereon as may be awarded over the course of arbitration. The Company believes that due to the failure on the part of HV to demonstrate & transfer the technology and certain other reasons beyond the Company's control, the complex process of technology transfer and manufacture of Sputnik-V vaccine could not be completed successfully and the TTA stood frustrated and accordingly both the parties stood automatically discharged from their obligations by operation of law. The Company has already incurred huge expenses on the said project and is thus entitled to adjust the same against the advance received from HV. The Company has already conveyed its position to HV

[ Panacea Biotec ovation I ppast o 5

and has offered to refund the balance amount of US\$ 0.42 million. Based on the Company's assessment, duly supported by legal advice, the Company believes that it will not be liable to pay back the amount adjusted towards wasted expenses and costs under dispute with HV and the outcome of this arbitration proceeding is not reasonably expected to have any material financial impact on the Company. The Company is taking requisite steps to safeguard its interest and is in the process of filing its response to the said notice.

• 1. The Board has, at its meeting held on November 13, 2024, approved raising of funds by way of an External Commercial Borrowing ("ECB") of an amount upto US\$ 20 million (equivalent to ~168.16 Crore) from the U.S. Government's Development Finance Institution, the U.S. International Development Finance Corporation ("DFC") in relation to the construction arid setting-up of additional vaccine manufacturing facility in India in order to increase the production of the Company's hexavalent vaccine EasySix and refinancing of its existing loans availed from affiliates for the said Projects.
• 1. The Company publishes standalone financial results along with the consolidated financial msulté. In accordance with Ind AS 108, 'Operating Segments', the management has disclosed the segment information in the consolidated financial results. Accordingly, the segment information is given in the consolidated financial results of the Group for the quarter and half year ended September 30, 2024.
• 1. The necessary certificate / report in respect of the above results in terms of requirement of Regulation 33 of the SEBI (Listing Obligations and Other Disclosure Requirements) Regulations, 2015, has been placed before the Board of Directors.
• 1. Previous period amounts have been regrouped/ reclassified in compliance with Ind-AS to make them comparable with those of current period / year.
• 1. *0° under " in Lakh" represents an amount less than Z50,000. Further, the figures shown in the tables may not exactly add up due to rounding off.
• 1. The above results are also available on the Company's website https://www.panaceabiotec.com

For and on behalf of the Board of Directors of Panacea Biotec Limited

R e

Date: November 13, 2024 Chairman and Managing Directo

Place: New Delhi Dr. Rajesh Jain

Panacea Biotec Limited

Regd. Office: Ambala-Chandigarh Highway, Lalru-140501, Punjab CIN: L33117PB1984PLC022350, Ph. No. +91-11-41679000, Fax: +91-11-41679070 Website: https://www.panaceabiotec.com, E-mail: corporate(@panaceabiotec.com

Chartered Accountants

Suresh Surana & Associates LLP

Nolida (NCR) - 201301 (U P!

T +91(120) 626 5555

newdelhl@ss -associates.com WwWw SS-ass0C LLP Identity No. AA

Independent Auditor's Limited Review Report on Unaudited Standalone Financlal Results for the Quarter and Half Year ended on September 30, 2024, of the Company pursuant to the Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended (the "Listing Regulations")

To The Board of Directors, Panacea Biotec Limited

• 1. We have reviewed the accompanying statement of unaudited standalone financial results of Panacea Biotec Limited (the 'Company') for the quarter and half year ended September 30, 2024 (hereinafter referred to as "Statement"), being submitted by the Company pursuant to the requirement of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended (the "Listing Regulations").
• 1. This Statement, which is the responsibility of the Company's Management and approved by the Company's Board of Directors, has been prepared in accordance with the recognition and measurement principles laid down in the Indian Accounting Standard 34 "Interim Financial Reporting" ("IND AS 34"), prescribed under Section 133 of the Companies Act, 2013 as amended, read with relevant rules issued thereunder and other accounting principles generally accepted in India and Is in compliance with the presentation and disclosure requirements of Regulation 33 of the Listing Regulations. Our responsibllity is to express a conclusion on the Statement based on our review.
• 1. We conducted our review of the Statement in accordance with the Standard on Review Engagements (SRE) 2410 "Review of Interim Financial Information Performed by the Independent Auditor of the Entity", issued by the Institute of Chartered Accountants of India. This standard requires that we plan and perform the review to obtain moderate assurance as to whether the statement is free of material misstatement. A review of interim financial information consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with Standards on Auditing specified under Section 143(10) of the Companies Act, 2013 and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.

khtawar, 229, Nariman Point Mumbai - 400 021 Inaia T +91 (22) 6121 4448 emaiis @ss-associates com Offices: Mumbai, Chennai, Kolkata, Bengaluru, Navi Mumbai, Surat, Hyderabad, Ahmedabad, Pune. Ganarutham, Jaipur and Vijayanagar.

Chartered Accountants

1. Based on our review conducted as slated in paragraph 3 above, nothing has come to our attention that causes us to beliove that the accompanying statement prepared in accordance with the recognition and measurement principles laid down in the aforesald Indian Accounting Standards specified under section 133 of Companies Act, 2013 and other accounting practices and policies generally accepted in India, has not disclosed the Information required to be disclosed in terms of the Listing Regulations, including the manner in which it is to be disclosed, or that it contains any material misstatement.

Other Matter

1. The Statement includes comparative figures for the quarter ended June 30, 2024, corresponding quarter and half year ended September 30, 2023, which have been reviewed by the predecessor Statutory Auditors of the Company, where they have expressed an unmodified conclusion vide their report dated August 14, 2024 and November 10, 2023 respectively on those unaudited standalone financial results. The Statement also includes figures for the year ended March 31, 2024, which have been audited by the predecessor Statutory Auditors of the Company, where they have expressed an unmodified opinion vide their report dated May 30, 2024 on such Standalone financial statements.

Our conclusion on the Statement is not modified in respect of the above matter.

For Suresh Surana & Associates LLP Chartered Accountants ICAI Reg. No. 121750W/W-100010 Kapil Ke;!_ar Partner * D, Membership No. Ogdévdy,?y UDIN: 24094902 BK HHUT 2637

Dated: November 13, 2024 Place: Noida

Chartered Accountants

Suresh Surana & Associates LLp

Noida (NCR) - 201301.(UP).India

T+91(120) 626 5555

^vs5-associates com y No. AAB-7509 [email protected] ww LLP Iden!

d Financial Results for the e Regulation 33 of as amended (the on Unaudited Consolidate 2024, of the Company pursuant to th irements) Regulations, 2015, Independent Auditor's Limited Review Report Quarter and Half Year ended on September 30, the SEBI (Listing Obligations and Disclosure Requ "Listing Regulations")

To The Board of Directors, Panacea Biotec Limited

• ent of unaudited consolidated financial results of Panacea Biotec Limited ("the Holding Company") and its subsidiaries (the Holding Company and its subsidiaries together referred to as 'the Group'), (refer Annexure 1 for the list of subsidiaries included in the Statement) for the quarter and half year ended September 30, 2024 (hereinafter referred to as "Statement"), being submitted by the Holding Company pursuant to the requirement of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended (the "Listing Regulations"). 1. We have reviewed the accompanying statem
• he Holding Company's Management and approved by the been prepared in accordance with the recognition and ccounting Standard 34 "Interim Financial Reporting" ("IND AS 34"), prescribed under Section 133 of the Companies Act, 2013 as amended, read with relevant rules issued thereunder and other accounting principles generally accepted in India and is in compliance with the presentation and disclosure requirements of Regulation 33 of the Listing Regulations. Our responsibility is to express a conclusion on the Statement based on our review. 2. The Statement, which is the responsibility of ^t Holding Company's Board of Directors, has measurement principles laid down in the Indian A
• 1. We conducted our review of the Statement in accordance with the Standard on Review Engagements (SRE) 2410 "Review of Interim Financial Information Performed by the Independent Auditor of the Entity", issued by the Institute of Chartered Accountants of India. This standard requires that we plan and perform the review to obtain moderate assurance as to whether the Statement Is free of material misstatement. ^A review of interim financial information consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with Standards on Auditing specified under Section 143(10) of the Companies Act, 2013 and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.

We also performed procedures in accordance with the circular issued by the SEBI under Regulation 33 (8) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended from time to time, to the extent applicable.

1. Based on our review conducted and procedure performed as stated above and based on the consideration of the review reports of other auditors referred in 'Other Matters' section below, nothing has come to our attention that causes us to believe that the accompanying statement, prepared in accordance with the recognition and measurement principles laid down in the aforesaid Indian Accounting Standards specified under section 133 of Companies Act, 2013 and other accounting practices and policies generally accepted in India, has not disclosed the information required to be disclosed in terms of the Listing Regulations including the manner in which it is to be disclosed, or that it contains al terial misstatement. '

Head Office. 8th Floor, Baxhtawar. 229, Nariman Point Mumbai - 400 021 India. T +91 (22) 6121 4444 Bengaluru. Navi Mumbai, Surat, Hyderabad, Ahmedabad, /jayanagar

Chartered Accountants

Other Matters

• 1. We did not review the Interim financial results of 2 subsidiaries (including 1 step down subsidiary) included in the unaudited consolidated financial results, whose interim financial results reflect total assets of Rs. 4,141 Lakh as at September 30, 2024 and total revenue of Rs. 324 Lakh and Rs. 597 Lakh, total net loss after tax and total comprehensive loss of Rs. 258 Lakh and Rs. 496 Lakh and total cash flows (net) of Rs. 29 Lakh and Rs. 2 Lakh for the quarter and half year ended September 30, 2024 respectively, as considered in the unaudited consolidated financial results. These interim financial results have been reviewed by other auditors whose review reports have been furnished to us by the Management and our conclusion on the Statement, in so far as it relates to the amounts and disclosures included in respect of these subsidiaries, is solely based on the reports of the other auditors and the procedure performed by us as stated in paragraph 3 above.
• 1. The unaudited consolidated financial results include the interim financial results of 4 subsidiaries (including 1 step down subsidiary) which have not been reviewed by their auditors, whose interim financial results reflect total assets of Rs. 3,804 Lakh as at September 30, 2024 and total revenue of Rs. 14 Lakh and Rs. 27 Lakh, total net loss after tax and total comprehensive loss of Rs. 62 Lakh and Rs. 90 Lakh and total cash flows (net) of (Rs. 55 Lakh) and Rs. 3 Lakh for the quarter and half year ended September 30, 2024 respectively, as considered in the unaudited consolidated financial results. These interim financial results have not been reviewed by their auditors and have been furnished to us by the management. According to the information and explanations given to us by the Management, these interim financial results are not material to the Group.
• 1. The Statement includes comparative figures for the quarter ended June 30, 2024, corresponding quarter and half year ended September 30, 2023; which have been reviewed by the predecessor Statutory Auditors of the Company, where they have expressed an unmodified conclusion vide their report dated August 14, 2024 and November 10, 2023 respectively on those unaudited consolidated financial results. The Statement also includes figures for the year ended March 31, 2024; which have been audited by the predecessor Statutory Auditors of the Company, where they have expressed an unmodified opinion vide their report dated May 30, 2024, on such consolidated financial results.

Our conclusion on the Statement is not modified in respect of the above matters.

For Suresh Surana & Associates LLP Chartered Accountants ICAI Reg. No. 121750W/W-100010

Kapil Kedar Partner NGN Membership No. 094902 //0IDA UDIN: 24094 903 BKHHUT ⁶¹¹⁰

Dated: November 13, 2024 Place: Noida

Chartered Accountants

Independent Auditor's Limited Review Report on Unaudited Consolidated Financial Results for the Quarter and Half Year ended on September 30, 2024, of the Company pursuant to the Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended (the "Listing Regulations™)

Annexure 1

List of entities included in the Statement

Name of the Holding Company

1) Panacea Bictec Limited

Name of subsidiaries and step-down subsidiaries

• 1) Panacea Biotec Pharma Limited
• 2) Panacea Biotec (Intenational) SA
• 3) Panacea Biotec Germany GmBH (Wholly owned Subsidiary of Panacea Biotec (Intemnational) SA)
• 4) PankEra Biotec Private Limited
• 5) Meyten Realtech Private Limited
• 6) Adveta Power Private Limited
• 7) Panacea Biotec Inc (Wholly owned subsidiary of Panacea Biotec Pharma Limited) (incorporated on May 24, 2024)

Annexure – B

Devend Digitally signed by Devender Gupta

Regd. Office : Ambala Chandigarh Highway, Lalru – 140501, Punjab Correspondence/Corporate office : B-1 Extn../G-3, Mohan Co-op. Indl. Estate, Mathura Road, New Delhi - 110 044, India Ph.: 91-11-4167 9000, 4167 8000, Fax: 91-11-4167 9070 Email: [email protected] er Gupta Date: 2024.11.13 15:38:10 +05'30'

Devend er Gupta Digitally signed by Devender Gupta Date: 2024.11.13 15:38:35 +05'30'

Regd. Office : Ambala Chandigarh Highway, Lalru – 140501, Punjab Correspondence/Corporate office : B-1 Extn../G-3, Mohan Co-op. Indl. Estate, Mathura Road, New Delhi - 110 044, India Ph.: 91-11-4167 9000, 4167 8000, Fax: 91-11-4167 9070 Email: [email protected]