EU Commission Clears Planned Acquisition of Alcon by Novartis, Subject to Conditions

The Commission found that competition concerns arose in a number of such markets because of the high combined market shares for certain products, the fact that Novartis' and Alcon's products are close competitors and because of the presence of barriers to entry.

Aug 10 2010 --- The European Commission has approved under the EU Merger Regulation the proposed acquisition of Alcon by Novartis, both pharmaceutical companies from Switzerland. The decision is conditional upon Novartis' commitments to divest several products in the ophthalmological pharmaceutical and consumer vision care areas in the European Economic Area (EEA) or in specific Member States. In the light of the commitments, the Commission concluded that the transaction would not significantly impede effective competition in the EEA or any substantial part of it.

Novartis is a global pharmaceutical company that develops, distributes and markets medical products which include: prescription and over-the-counter medicines (including ophthalmological products), human vaccines and animal health products. Novartis is also active in consumer vision care (non-pharmaceutical eye care) products. Alcon is a global pharmaceutical company with a strong focus on the development, manufacturing, and distribution of ophthalmological pharmaceuticals and surgery equipment as well as consumer vision products.

The Commission's investigation examined a large number of ophthalmological pharmaceutical markets and consumer vision care markets across the EEA. The Commission found that competition concerns arose in a number of such markets because of the high combined market shares for certain products, the fact that Novartis' and Alcon's products are close competitors and because of the presence of barriers to entry. The markets in question are: ophthalmological anti-infective, anti-inflammatory/anti-infective combinations, anti-allergics, decongestants, antiseptics, mydriatics and cycloplegics, diagnostic agents, non steroidal anti-inflammatories, injectable miotics, anti-glaucoma products, artificial tears, and multipurpose solutions for contact lenses. Depending on the product in question, competition concerns arose in either a few or a larger number of Member States.

To address the Commission's concerns, Novartis offered to divest a number of businesses across the EEA in the product areas concerned.

In view of these commitments, and following a market test, the Commission concluded that the transaction would no longer raise competition concerns.

The transaction was notified to the Commission on 18 June 2010.