GlaxoSmithKline Australia Pty Ltd - s.87B undertaking

On 28 January 2015 the ACCC accepted an undertaking (the Undertaking) given by GlaxoSmithKline Plc (GSK) and its subsidiary GlaxoSmithKline Australia Pty Ltd in relation GSK’s proposed acquisition of Novartis AG (Novartis)’s global human vaccine businesses (proposed acquisition).

GSK is a diversified pharmaceutical and healthcare company registered in the United Kingdom. In Australia, GSK supplies a variety of human vaccine products, including MenACWY (meningococcal) Vaccines, marketed as Mencevax and Nimenrix.

Novartis is a diversified pharmaceutical and healthcare company registered in Switzerland. In Australia, Novartis supplies a variety of human vaccines products, including the MenACWY Vaccine marketed as Menveo.

The ACCC has been advised the proposed acquisition is expected to close in the first half of 2015.

The objective of the Undertaking is to address any competition concerns that are likely to arise from the proposed acquisition by removing the area of competitive overlap between GSK and Novartis in Australia that raises competition concerns, being the supply of MenACWY vaccines.

The Undertaking aims to achieve this objective by requiring GSK to:

1. comply with its commitments to the EC as they relate to the divestiture of GSK's global MenACWY Vaccines Business (Divestiture Business);
2. ensure that the Divestiture Business is sold to an Approved Purchaser;
3. ensure that the Divestiture Business, as sold to an Approved Purchaser, is capable of being a viable, effective, stand-alone, independent and long term competitor for the supply of MenACWY vaccines in Australia;
4. ensure that the purchaser of the Divestiture Business has all the necessary assets and rights to compete effectively with GSK in the supply of MenACWY vaccines in Australia;
5. maintain the economic viability, marketability, competitiveness and goodwill of the Divestiture Business prior to divestiture; and
6. provide for the effective oversight of GSK’s compliance with the Undertaking.