The Philippine Competition Commission (PCC) has cleared the proposed acquisition by Avon International Limited (Avon International) of 100 percent of the shares of Natura & Co. UK Holdings Limited (Natura UK).
Avon International, a special purpose vehicle within the Regent L.P. (Regent) Group, is leading the proposed transaction. The Regent Group is an investment fund that owns global brands, including La Senza, which specializes in intimate apparel, and Bally, known for luxury footwear and leather accessories. In the Philippines, the Regent Group licenses its business methods, including guidance, proprietary brand standards and guidelines, and training, to third-party franchisees and does not directly engage in the wholesale or retail of its branded products.
Natura UK is a global manufacturer and marketer of personal care, cosmetics, and mass-market fashion products, primarily distributed through direct selling, e-commerce, and limited 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 Mfg., Inc., which manufactures cosmetic and personal care products for both domestic consumption and export markets.
The PCC’s Mergers and Acquisitions Office (MAO), in its Phase 1 review, determined that the transaction does not raise competition concerns, finding no relevant market overlap in this case. The parties offer products and services that belong to different segments within the intimate apparel industry. They are neither direct competitors (horizontal relationship) nor do they operate as supplier and customer to each other (vertical relationship).
Even considering the broader intimate apparel market in the Philippines, the PCC determined that the transaction does not significantly enhance market power or harm competition. The combined market shares post-transaction will not materially alter market composition, and both parties face substantial competitive pressure from numerous other market players.
By clearing this transaction, the Commission affirmed that sufficient competitive constraints remain in the relevant markets, allowing the parties to proceed while safeguarding consumer welfare and promoting fair competition.
