FTC Gives Non-objection to Acado’s Acquisition of MDJL

FAIR TRADING COMMISSION 17- 19 Co n nolle ), ,\ venue, Kingston -I, Jamaica W.I Tel: (876) 960.0120-4 E m ail: [email protected] I Website: \V\V\v.jf tc. gov.jm Faccb ook.co m / rtc.jamaica STATEMENT OF NON-OBJECTION The Fair Trading Commission ("FTC") completed its assessment into the Share Purcha se Agreement ("SPA") for all (but one) of the issued shares of Ma ssy Di s tribution (Jamaica) Limited ("MDJ") dated February 3, 2025, by and between Mas sy Integrated Retail Limited ("MIR") as vendor and Caribbean Distribution Partners Limited("CDP"), now Acado Limited as purchaser. MDJ is a company incorporated under the laws of Jamaica and carries on the busine ss of distributing consumer and pharmaceutical products in Jamaica. COP, (subsequently changing it s name to "Acado Limited"), is a joint venture between Agostini Limited an d Goddard Enterpri ses Limited, incorporated in Trinidad and Tobago, an d Barbados, respectively, that specializes in consumer and pharmaceutical products. Subsequent to the signing of the SPA , Acado Limited nominated its subsidiary, Acado Jamaica Holdings Limited ("AJHL"), to be the entity that would become the holder of the sale shares in MDJ . Aventa Jamaica Limited ("Aventa" ) is a wholly owned subsidiary of Agostini Limited, which owns 50% of Acado Limited. Aventa is authorised to distribute Aventa's pharmaceutical products in Jamaica. The FTC asse sse d the transaction pur suant to section 17 of the Fair Competit ion Act, which prohibit s agreements that have the purpose, effect, or likely effect of substantially lessening competition in a market. The findings of this assessment are presented in the FTC's Report dated February 5, 2026 (Case 1/ 0026-25) . The Report identifies several competition concern s arising from the SPA , particularly with re sp ect to the sa le of insulin products in Jamaica, and ha s recommended a se ries of ameliorative measures considered sufficient by the FTC to address these concerns. Subsequently, AJHL, Aventa, and the FTC have executed a Consent Agreement dated February 11, 2026, pursuant to which AJHL and Aventa formally commit to implementing the identified measures. On this basis, the FTC issues it s non-objection to the consummation of the SPA, requiring the full implementation ofthese measures. FAIR TRADING COMMISSION J\0; . : .... QL .. 0.l \t:\\ . ~ Dr. Nadeen S ence CHAIRWOMAN Dated February 11, 2026 ---- - ..... " .... Co mmi ss ione rs: Dr. Na el ec n Spcnce (C hairwoman ), Ca ptain Roxenc NiclJc, Mrs. Janis William s, Mr. Christopher Williamson E x ec utive Dir ec tor: Mr. D", ~ d Miller