PCC approves JTI-Mighty Corp, Rockwell-Mitsui deals

August 29, 2017 - 6:07 PM
First page of the PCC resolution clearing Japan Tobacco's buy-in into Mighty Corp.

MANILA – The Philippine Competition Commission (PCC) on Tuesday (August 29) approved the acquisition by Japan Tobacco (Philippines) Inc. (JTPI) of Mighty Corporation, as well as the joint venture by Rockwell Land Corporation and Mitsui Fudosan (Asia) Pte. Ltd.

PCC found both transactions are not likely to result in anti-competitive effects in the market.

“There appears to be no ability nor incentive for the parties to engage in anti-competitive coordinated behavior,” PCC said.

“Sufficient competitive constraints remain from other market participants after the sale,” it added.

In the transaction, JTIP will own the sales & distribution network, manufacturing & equipment and inventories of Mighty Corporation, while JT International SA (JTI SA), an affiliate of JTIP, will own the trademarks and associated intellectual property of Mighty Corporation and Wong Chu King Holdings Inc.

JTIP is a company engaged in the business of importation, manufacturing, distribution and marketing on wholesale basis of tobacco products; while JTI SA is a global company engaged in the manufacture and sale of tobacco products.

JTI came into the picture just as Mighty Corp. wrestled with Philippine authorities over a multibillion-peso tax evasion and fraud case over its alleged use of fake excise tax stamps. The Department of Finance accepted Mighty’s offer of a P25-billion settlement, but stressed that such did not preclude filing of criminal charges later against certain company officials.

As for Rockwell and Mitsui Fudosan’s joint venture, the firms are set to engage in the development, construction and sale of real estate projects in the Philippines through the joint venture company, Rockwell MFA Corporation (RMFA).

Rockwell and Mitsui Fudosan shall purchase and subscribe to shares in RMFA, where 80% of the total outstanding shares of RMFA will be held by Rockwell and twenty percent (20%) of the total outstanding shares of RMFA will be held by MFA indirectly through its wholly-owned Philippine subsidiary, which is in the process of incorporation with the Securities and Exchange Commission.

PCC, the country’s anti-trust body, is mandated under the Philippine Competition Act to review mergers and acquisitions to ensure that these deals will not prejudice the interest of the consumers.