PCC approves four M&A transactions

THE PHILIPPINE Competition Commission (PCC) recently approved four merger and acquisition (M&A) transactions involving local and multinational firms operating in the country.

In a decision penned Dec. 1, the PCC said it will take no further action on the $66-billion deal between Bayer AG and United States-based seeds group Monsanto Company that would potentially create the world’s largest integrated pesticide and seeds company.

Bayer’s takeover of Monsanto is expected to be completed in early 2018. Monsanto has a local unit in the Philippines, and is the largest agrochemical company in the world with a 25% share of the global proprietary seed market.

In its decision, the PCC said “there appears to be sufficient competitive constraints from other market participants on the merged firm post- transaction in the markets for vegetable seeds and non- selective herbicides.

At the same time, the PCC gave the green light for K.K. Pangea to proceed with its acquisition of shares in Toshiba Memory Corp. from its parent, Toshiba Corp. for ¥2 trillion. K.K Pangea is a special purpose company owned by Bain Capital Private Equity.

The approval comes as the PCC noted that transaction will leave no material impact on Toshiba’s operations in the Philippines.

In a separate decision, the competition watchdog has also approved Allfirst Equity Holdings, Inc.’s proposal to consolidate ownership of the Philippine Geothermal Production Company, Inc. (PGPC).

The transaction will be made through its affiliate ACEHI Star Holdings, Inc., which will be acquiring the interest of Union Oil Company of California, Inc. in Chevron Geothermal Philippines Holdings, LLC. (CGPH), which in turn holds a minority stake in PGPC:

Prior to the transaction, Allfirst already had a 60% interest in PGPC, while the remaining 40% is held by CGPH.

The PCC said that the “does not appear that there will be any change in control of the relevant operating entity posttransaction.”

TQMP Glass Manufacturing Corp. ( TQMP)’ s purchase of the entirety of AGC Flat Glass Philippines, Inc. ( AGPH)’ s shares in Asahi Glass Co. Ltd has likewise been approved. This will allow TQMP to enter into the manufacturing and sale of flat glass, as AGPH is engaged in this business.

The PCC is tasked to review all mergers and transactions valued over P1 billion to ensure that the deal does not hamper competition in the market. —