Ja­maica’s Fair Trad­ing Com­mis­sion (FTC) says the ac­qui­si­tion of Massy Dis­tri­b­u­tion (Ja­maica) by Aca­do Ltd (for­mer­ly Caribbean Dis­tri­b­u­tion Part­ners) has raised com­pe­ti­tion con­cerns, re­sult­ing in the trans­ac­tion be­ing “ad­vanced” to a phase 2 re­view.

Aca­do an­nounced in Feb­ru­ary that it was set to ac­quire Massy Dis­tri­b­u­tion Ja­maica from Massy Hold­ings. This deal was set to be con­sum­mat­ed by the end of the third quar­ter end­ing June 30.

Aca­do is a 50/50 joint ven­ture be­tween God­dard En­ter­pris­es Ltd and Agos­ti­ni Ltd (for­mer­ly Agos­ti­ni’s). Both Agos­ti­ni and Aca­do are chaired by Chris­t­ian E Mout­tet.

As part of the process, Aca­do re­quest­ed the Ja­maican FTC’s non-ob­jec­tion to the ac­qui­si­tion of Massy Dis­tri­b­u­tion (Ja­maica). The Com­mis­sion con­clud­ed phase 1 of its re­view process dur­ing which it de­ter­mined that there were com­pet­i­tive con­cerns re­lat­ed to the ac­qui­si­tion. The phase 1 re­view was con­clud­ed with­in the stip­u­lat­ed 30-day time pe­ri­od.

Ja­maica’s com­pe­ti­tion reg­u­la­tor found that while Aca­do does not op­er­ate in Ja­maica, one of its par­ent com­pa­nies, Agos­ti­ni, owns Health Brands (now Aven­ta Ja­maica), which the FTC de­scribed as “a key play­er in the lo­cal dis­tri­b­u­tion of phar­ma­ceu­ti­cal and per­son­al care prod­ucts.

“Health Brands was re­port­ed in 2023 as the lead­ing dis­trib­u­tor in Ja­maica’s phar­ma­ceu­ti­cal and med­ical prod­ucts mar­ket. The pro­posed ac­qui­si­tion has there­fore raised com­pe­ti­tion con­cerns, par­tic­u­lar­ly giv­en the sig­nif­i­cant mar­ket over­lap be­tween Health Brands and Massy Dis­tri­b­u­tion (Ja­maica),” ac­cord­ing to the FTC.

“Both Health Brands and Massy Dis­tri­b­u­tion Ja­maica dis­trib­ute a wide range of sim­i­lar med­ical and phar­ma­ceu­ti­cal prod­ucts, in­clud­ing treat­ments for gas­troin­testi­nal, res­pi­ra­to­ry, car­dio­vas­cu­lar and di­a­bet­ic con­di­tions. The FTC notes that these over­lap­ping prod­uct lines raise com­pe­ti­tion con­cerns,” Ja­maica’s FTC dis­closed in its quar­ter­ly newslet­ter pub­lished last Thurs­day.

Agos­ti­ni im­proved its po­si­tion in Ja­maica’s health­care dis­tri­b­u­tion mar­ket when it trans­ferred the phar­ma­ceu­ti­cal port­fo­lio of Carlisle Lab­o­ra­to­ries to Aven­ta Ja­maica in Jan­u­ary 2024. The port­fo­lio was dis­trib­uted by Massy Dis­tri­b­u­tion Ja­maica up to De­cem­ber 2023. Agos­ti­ni ac­quired Collins Ltd, the par­ent com­pa­ny of Carlisle Lab­o­ra­to­ries, in De­cem­ber 2022.

Agos­ti­ni’s 2024 an­nu­al re­port point­ed that Aven­ta Ja­maica’s busi­ness grew by 20 per cent due to the ad­di­tion of the Carlisle port­fo­lio, while Massy Hold­ings high­light­ed that the Ja­maican dis­tri­b­u­tion busi­ness ex­pe­ri­enced chal­lenges as­so­ci­at­ed with the loss of that Carlisle busi­ness.

The com­pet­i­tive con­cerns raised by the Ja­maican FTC trig­gered a phase 2 re­view of the trans­ac­tion, which it ex­pects to com­plete by the end of June. The phase 2 re­view seeks to de­ter­mine if the merg­er or ac­qui­si­tion is like­ly to lead to a sub­stan­tial less­en­ing of com­pe­ti­tion. Both par­ties can pro­pose reme­dies to solve the an­ti-com­pet­i­tive con­cerns raised by the Ja­maican FTC. A fi­nal case re­port will be pub­lished be­fore or af­ter the trans­ac­tion is com­plet­ed.

Massy Hold­ings had to make cer­tain con­ces­sions in Ju­ly 2023 when it was ac­quir­ing IGL (St Lu­cia) IBC Ltd, the par­ent com­pa­ny of Ja­maican LPG dis­trib­u­tor IGL Ltd. This was based on the con­cerns raised by Ja­maica’s FTC which pro­vid­ed a state­ment of non-ob­jec­tion to both par­ties af­ter they ad­dressed the con­cerns raised by the com­pe­ti­tion reg­u­la­tor.

Massy Dis­tri­b­u­tion Ja­maica re­port­ed net prof­it of $7.30 mil­lion in Massy’s sec­ond quar­ter end­ing March 31, 2025, a 54 per cent in­crease over the $4.73 mil­lion for the pri­or pe­ri­od. The net prof­it of the group’s Ja­maican busi­ness for the six-month pe­ri­od in­creased 155 per cent from $4.38 mil­lion to $11.14 mil­lion. Massy Dis­tri­b­u­tion Ja­maica had cur­rent as­sets of $443.67 mil­lion and $109.55 mil­lion in cur­rent li­a­bil­i­ties as of March 31.