Manila, Philippines – The Philippine Competition Commission (PCC) has cleared the proposed acquisition by Avon International Limited of 100% of the shares of Natura & Co. UK Holdings Limited, stating that the transaction does not raise competition concerns.
According to the PCC’s Mergers and Acquisitions Office (MAO), its Phase 1 review found that the transaction does not present competition concerns. The regulator determined that there is no relevant market overlap between the parties, noting that the products and services they offer fall under different segments within the intimate apparel industry.
The PCC also found that the companies are neither direct competitors (horizontal relationship) nor do they operate as supplier and customer to one another (vertical relationship).
Even when considering the broader intimate apparel market in the Philippines, the commission said the transaction would not significantly enhance market power or harm competition. The combined market shares following the deal are not expected to materially alter the market structure, and both parties continue to face competitive pressure from other market players.
Moreover, Avon International, a special purpose vehicle within the Regent L.P. group, is leading the proposed transaction. Regent L.P. is an investment fund that owns several global brands, including La Senza, which specialises in intimate apparel, and Bally, known for luxury footwear and leather accessories.
In the Philippines, Regent licenses its business methods to third-party franchisees, including guidance, proprietary brand standards, and training, and does not directly participate in the wholesale or retail of its branded products.
Meanwhile, Natura UK is a global manufacturer and marketer of personal care, cosmetics, and mass-market fashion products. Its products are primarily distributed through direct selling, e-commerce, and a limited number of retail stores.
In the Philippines, Natura UK operates through two entities: Avon Cosmetics, Inc., which engages in retail, wholesale, and direct selling of mass-market personal care and beauty products; and Avon Products Manufacturing, Inc., which manufactures cosmetic and personal care products for both domestic and export markets.
By clearing the transaction, the PCC said that sufficient competitive constraints remain in the relevant markets, allowing the parties to proceed with the acquisition while maintaining fair competition and consumer welfare.
