ISLAMABAD: The Competition Commission of Pakistan (CCP) has approved the proposed acquisition of BP plc’s global Castrol lubricants business by Motion JVCo Limited following the completion of a Phase-I merger review.
Motion JVCo is a special purpose vehicle established by United States-based investment firm Stonepeak Partners. The transaction covers BP’s global Castrol lubricants business, which operates in Pakistan through Castrol Group Holdings Limited.
Although the acquisition is global, Pakistan’s merger control laws require the CCP to review transactions involving companies operating in the local market. The commission examined whether the deal would reduce competition in Pakistan’s lubricants sector.
Competition review finds no market concerns
Under the agreement, BP will sell Castrol Group Holdings Limited to Motion JVCo. Meanwhile, the Canada Pension Plan Investment Board will acquire an indirect minority stake through its wholly owned subsidiary.
After completion of the transaction, Stonepeak will hold indirect sole control of the Castrol lubricants business.
The CCP identified Pakistan’s lubricants market as the relevant sector for its assessment. It found that neither Stonepeak nor CPP Investments currently operates in the country’s lubricants industry.
Transaction expected to preserve competition
Furthermore, the commission concluded that the acquisition would not combine competing businesses or create horizontal or vertical market overlaps in Pakistan.
The CCP also determined that the transaction would not alter market competition, create entry barriers, or strengthen a dominant market position. Therefore, it approved the deal under Section 31(1)(d)(i) of the Competition Act, 2010.
The commission clarified that its approval applies only to competition law requirements. The transaction must still comply with all other applicable legal and regulatory obligations before completion.
