Proposed Acquisition of Certain Assets by Zuellig Pharma Holdings Pte. Limited

Reference:

400-140-2026-003

Notifying Party:

Zuellig Pharma Holdings Pte. Limited

Legal Representative(s):

Drew & Napier LLC

Notifying Date:

6 March 2026

Summary of Transaction: 

1.     the names of the merger parties; 

(a)   Zuellig Pharma Holdings Pte. Ltd and/or its relevant affiliates (“ZP”) 

(b)   Eli Lilly and Company and its relevant affiliates (collectively, “Lilly”) 

2.     a description of the transaction; 

The notification relates to the proposed acquisition by ZP from Lilly of certain assets that, following the consummation of such acquisition, will confer on ZP the rights to manufacturer, register, commercialise, distribute and otherwise exploit all strengths of the prescription pharmaceutical Cialis (tadalafil) for human uses in Singapore (the “Proposed Transaction”). 

3.     a description of the business activities of the merger parties worldwide and in Singapore; 

ZP is an integrated healthcare solutions company headquartered in Singapore with operations across Asia. ZP operates through three business units: (a) distribution; (b) commercialisation; and (c) clinical trial support. 

Lilly is a publicly listed company whose common stock is traded on the New York Stock Exchange. It is active in the discovery, development, manufacture and sale of a range of pharmaceutical products for humans. Its products are manufactured in the United States, Europe and Asia. 

4.     a description of the overlapping goods or services, including brand names; 

The overlapping good is all medication indicated in the treatment of erectile dysfunction (“ED”). 

5.     a description of substitute goods or services from demand-side and supply-side considerations; 

Substitute goods from demand-side and supply-side comprise products (originals and generics) which active ingredients are tadalafil, sildenafil and avanafil which are indicated/used for the treatment of ED. The following is a list of substitute products: 

•   VIAGRA

•   CALIBERI

•   SPEDRA

•   SILDEGRA

•   CAVERJECT

•   SYNSILDENAFIL

•   VIVIC

•   A SILDENAFIL

•   TENTEX

•   SILDENAFIL 

6.     the Applicant’s views on: 

          i.      definition of the relevant market(s); 

The applicant considers the relevant market for the purposes of this notification to be the supply and distribution of erectile dysfunction products, whose Anatomical Therapeutic Chemical (“ATC”) level 4 classification is G4BE, in Singapore. 

            ii.      the way in which competition functions in this market; 

With the exception of Tentex, a health supplement, ED medications are prescription-only and the use and choice of the same are typically based on advice by licensed healthcare/medical practitioners. Competition between ED medication is intense with a large number of alternatives (both originals and generics). Competition typically takes place on price point, brand equity and tender process. 

            iii.      barriers to entry and countervailing buyer power; and 

The applicant submits that there are no material barriers to entry in respect of the supply of ED medications. ED medications are supplied by clinics, hospitals and pharmacies and buyers can switch with ease between the available competing products in the market with minimal time and costs involved. 

             iv.      the competitive effects of the merger (non-coordinated, coordinated, vertical and/or conglomerate effects, as relevant). 

Non-coordinated effects

The Proposed Transaction involves a vertical merger and does not involve a loss of competition between the merger parties, a concentration of market power or a reduction of competitive constraints. Notwithstanding, the applicant submits that the Proposed Transaction will not give rise to non-coordinated effects given the numerous competing products in the market; the ease of switching between the competing products; and the absence of material/significant barriers to entry or expansion, all of which will act as competitive constraints. 

Coordinated effects

The applicant submits that the Proposed Transaction will not give rise to coordinated effects given the presence of numerous existing competitors post the Proposed Transaction; the ease of switching by patients/consumers; and the absence of material barriers to entry. 

Vertical effects

The Parties submit that the Proposed Transaction would not give rise to any material vertical effects. In particular, post-transaction, there is no change to the ability and/or incentive for ZP to foreclose the market to other distributors, suppliers of ED medications or customers given i) the numerous number of ED medications in the Singapore market, ii) the availability of alternative distributors and modes of distribution and iii) countervailing buyer power. 

Conglomerate effects

The Parties submit that the Proposed Transaction would not give rise to any conglomerate effects. ZP distributes other ED medications in Singapore and the acquisition of the right to commercialise and distribute the rights and assets in and to an additional ED medication will not give rise to or increase any portfolio effects in this regard. 

Consultation:

Interested parties are invited to submit their views on the Proposed Transaction. When submitting confidential information, interested parties should take note of the procedures outlined in CCS Guidelines on Merger Procedures.

Comments should reach CCS no later than 16 April 2026, 5 p.m. Please write or email your comments (titled: Comments on the proposed acquisition of certain assets by Zuellig Pharma Holdings Pte. Limited) to:

Email: ccs_consultation@ccs.gov.sg

Attention: Mr. Kwa Xian Hong, Competition Analyst

Supporting Documents

Interested third parties may request in writing to obtain more information on the Proposed Transaction.

Please write or email your submission (titled: Comments on the proposed acquisition of certain assets by Zuellig Pharma Holdings Pte. Limited) to the above contact details.