The Competition Commission of India (CCI) approves acquisition of Corporate restructuring of GlaxoSmithKline Consumer Healthcare Holdings (No.2) Limited (“JVCO”) under Section 31(1) of the Competition Act, 2002.

The Proposed Combination involves corporate restructuring of JVCO, including through acquisition by Haleon via demerger and the share exchange steps involving the shareholders of JVCO. Immediately following completion of the demerger and share exchange steps, the shareholding of Haleon will be held by a combination of GSK, GSK’s affiliates and GSK’s shareholders (together representing 68% of Haleon's voting rights) and (directly/indirectly) Pfizer (representing 32% of Haleon's voting rights).

GSK, registered in the UK, is a pharmaceuticals company active worldwide in the research, development, manufacturing, and marketing of prescription pharmaceuticals, vaccines and consumer healthcare products. In the consumer healthcare segment, it is active in the research, development, manufacturing, and marketing of products which are typically available without prescription (i.e., OTC), for various indications. 

Pfizer is a research-based biopharmaceutical company and is engaged globally in the research, development, manufacturing, and marketing of innovative medicines.

Haleon is a new incorporated entity that presently does not have any business activities.

JVCO was established in 2019, combining the respective legacy consumer healthcare business worldwide, including India, of GSK and Pfizer. JVCO (through its subsidiaries and affiliates) is engaged in the manufacture and distribution of consumer healthcare products.

Detailed order of the CCI will follow.

Competition approval of corporate restructuring enables transfer of consumer healthcare assets into a new ownership structure. The Competition Commission approved the acquisition arising from a corporate restructuring of GlaxoSmithKline Consumer Healthcare Holdings (No.2) Limited under Section 31(1) of the Competition Act, 2002, implemented via a demerger and share exchange that will transfer consumer healthcare interests into newly incorporated Haleon, allocating post-transaction voting rights between GSK and related parties and Pfizer; JVCO (established in 2019) operates in manufacture and distribution of OTC consumer healthcare products, while Haleon presently has no business activities.