CCI by its order dated June 11, 2015 approved the execution of an Agreement and Plan of Merger between Pfizer, Hospira, Inc. (Hospira) and Perkins Holding Company (Perkins), a wholly owned subsidiary of Pfizer. The proposed combination relates to the acquisition of 100 per cent of the equity share capital of Hospira by Pfizer. The proposed combination is structured as the merger of Perkins with and into Hospira, as a result of which the separate corporate existence of Perkins will cease and Hospira will survive as a wholly owned subsidiary of Pfizer. In terms of Regulation 14 of CCI (Procedure in regard to the transaction of business relating to combinations) Regulations, 2011 (Combination Regulations), Pfizer was required to remove certain defect(s) from the agreement. Pfizer also notified certain changes in the details of the products of the parties to the combination under Regulation 16.
It was informed that Hospira does not sell any injectable formulations and active pharmaceutical ingredients (APls) in India and it only manufactures and sells few APIs in India. Whereas, Pfizer does not manufacture or sell any APIs in India and imports the APIs to manufacture formulations that it sells in India. Thus, there is no horizontal overlap between Pfizer and Hospira, as in India Pfizer is not present in the market for APIs, whereas Hospira is not present in the market for formulations.
CCI opined that the proposed combination is not likely to have any appreciable adverse effect on
competition in India and therefore, approved the proposed combination under sub-section (1) of Section
31 of the Act.