The Competition Commission of India (CCI) has approved proposed subscription of CCPS B in API Holdings Ltd. by CDPQ Private Equity Asia Pte Ltd.

CDPQ Private Equity Asia Pte Ltd (Acquirer) is a direct wholly owned subsidiary of CDPQ and is located in Singapore. CDPQ is a Canadian institutional fund, which acts as a long-term institutional investor that manages funds primarily for public and para-public pension and insurance plans in Canada. The Acquirer, CDPQ and their affiliates are collectively referred to as the ‘Acquirer Group’.

API Holdings Ltd. (Target), through its subsidiaries, is engaged in operating business relating to healthcare services such as (i) an online e-commerce marketplace through a mobile application as well as a website called ‘PharmEasy’; (ii) B2B (i.e., wholesale) sale and purchase of pharmaceutical and nutraceutical products and also undertakes activities of warehousing, storing and packaging of such products; and (iii) providing diagnostic and healthcare services to customers, directly, through the laboratories/collection centers owned and operated by it or through partner laboratories/collection centers through subcontracting arrangements with third parties.

The Target proposes to raise capital through issuance of CCPS B by way of a Rights Issue. The Acquirer is an existing investor in the Target and is a pre-emption right holder. The Acquirer shall subscribe to the Rights Issue by way of a primary subscription accompanied with certain rights. (Proposed Combination).

Detailed order of the CCI will follow.

Subscription of Compulsorily Convertible Preference Shares preserves pre-emption rights and triggers merger control review and approval. Approval was granted for a proposed subscription of Compulsorily Convertible Preference Shares (CCPS B) in API Holdings Ltd by an existing investor through a Rights Issue. The Acquirer, a foreign institutional investor acting via a Singapore subsidiary and holding pre-emption rights, will make a primary subscription accompanied by certain investor rights. The Target operates in healthcare services including an online pharmacy marketplace, B2B pharmaceutical wholesale and logistics, and diagnostic services. The competition regulator approved the transaction and noted a detailed order will follow.