Divestments overcome strong competition concerns with pharmaceutical merger

10 September 2020

The ACCC will not oppose Mylan NV’s proposed merger with Pfizer’s Upjohn Inc division, after Mylan and Upjohn offered a court-enforceable undertaking to divest three off-patent branded pharmaceuticals in response to the ACCC’s competition concerns.

Mylan and Upjohn are global pharmaceutical businesses competing across a range of therapeutic products including cardiovascular and glaucoma treatments. After the transaction, the combined Mylan and Upjohn businesses will be renamed ‘Viatris’. 

The divestiture undertaking accepted by the ACCC means that competition that would have been lost as a result of this merger will be replaced by competition from the ACCC approved buyer of these off-patent brands. The ACCC has approved Aspen up-front as the buyer, after an agreement was reached between Aspen and the merger parties.

The active ingredients supplied to pharmacies and hospitals which are to be sold are:

  • Amlodipine/Atorvastatin (Brand name: Caduet - a lipid-regulating cardiovascular treatment)
  • Latanoprost (Brand name: Xalatan – an anti-glaucoma treatment)
  • Latanoprost/Timolol (Brand name: Xalacom – an anti-glaucoma treatment)

The ACCC was concerned that the merger would significantly reduce competition for the supply of pharmaceutical products based on these active ingredients which are used to treat cardiovascular conditions and certain types of glaucoma.

“Mylan and Upjohn are currently the only suppliers of Amlodipine/Atorvastatin, meaning the proposed merger would make the combined new firm, Viatris, the only supplier in the Australian market,” ACCC Commissioner Stephen Ridgeway said. 

“For medicines based on Latanoprost and Latanoprost/Timolol, we were concerned that remaining competitors would not be a sufficient constraint on the merged entity.”

“Caduet, Xalatan and Xalacom are well established brands, and will provide the buyer with a strong opportunity to compete against the new combined firm Viatris,” Mr Ridgeway said.

Pfizer has also provided a court-enforceable undertaking to support the divestment process.

Further information is available at Mylan N.V. and Upjohn Inc. - proposed merger.

Background

The ACCC commenced a review on 24 March 2020.

‘Off-patent brands’ refer to brand-name product with patents that have expired.

This merger is part of a global transaction that is also being considered by competition authorities in other jurisdictions.

Mylan is a global pharmaceutical company that develops, manufactures, markets and sells generic and branded products, biosimilar medicines and over-the-counter (OTC) remedies.

In Australia, Mylan supplies a portfolio of approximately 350 generic pharmaceutical drugs and over 450 branded, biosimilar medicines and OTC remedies.

Upjohn Inc is wholly-owned and solely controlled by Pfizer’s branded and generic products business. Pfizer Inc  is a global pharmaceutical company that develops, manufactures, markets and sells prescription medicines and OTC product.

In Australia, Upjohn supplies a portfolio of 18 pharmaceutical brands which are sold as off-patent products.

Mylan and Upjohn both supply cardiovascular, neurology & pain, psychiatry, urology and ophthalmology pharmaceutical products in Australia.

Mylan’s generic products Cadivast (cardiovascular), Xalaprost and Xalamol 50/5 (ophthalmology) compete with Upjohn’s branded products Caduet, Xalatan and Xalacom.

Aspen Global Incorporated has been approved as the buyer of the brands to be divested. Aspen Global Incorporated will enter into an agreement with Aspen Pharmacare Australia (Aspen) to distribute the products in Australia. Aspen is currently the third largest pharmaceutical supplier by volume in the Australian market. Aspen supplies to all major pharmaceutical wholesalers and to approximately 5,000 pharmacies. Aspen operates a manufacturing facility in Melbourne, Victoria.

Release number: 
189/20
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