The Competition Commission of Pakistan (CCP) has approved a proposed joint venture between Nestlé S.A. and Forward I S.à r.l., an entity controlled by Platinum Equity. The approval followed a Phase-I assessment under the Competition Act, 2010, according to a statement released on Saturday.
The transaction involves Nestlé’s waters and beverages business across several jurisdictions, including its bottled water operations in Pakistan. Under the terms of the joint venture, Nestlé will use an internal reorganization to transfer the relevant business to WPB JVco S.à r.l., a special purpose vehicle incorporated in Luxembourg. Forward 1 will then acquire a shareholding to establish joint control with Nestlé.
Regarding the specific operations in Pakistan, Nestlé Pakistan Limited’s water business will be transferred as a going concern to a newly incorporated subsidiary through a scheme of arrangement. The shares of this subsidiary will then move to an upstream Nestlé entity, placing the business within the joint venture structure.
The CCP statement noted that Forward 1 was created specifically for this transaction and does not have any independent operations. Platinum Equity, the firm controlling Forward I, is described as a global investment firm with portfolio businesses in various industries. Nestlé’s Pakistani operations include the bottled water brand Nestlé Pure Life.
In its assessment, the CCP defined the geographic market as Pakistan and the relevant product market as “bottled water products.” The regulator found that there was no horizontal or vertical overlap between the target business and any companies controlled by Platinum Equity or Forward I operating in Pakistan. Because of this, the CCP stated the transaction would not change existing market shares.
The regulator further noted that because there are multiple certified manufacturers and alternative compliant brands, inter-brand competition and the ability for consumers to switch products remain supported. The CCP concluded that the transaction would not create entry barriers or restrict the ability of existing competitors to compete effectively. Ultimately, the commission determined the joint venture would not substantially lessen competition or create or strengthen a dominant position, authorizing the deal under Section 31(1)(d)(i) of the Competition Act, 2010.
