The CMA has found that Viatris failed to comply with compulsory restrictions imposed during the CMA's review of its deal with Theramex.
The Competition and Markets Authority (CMA) has fined Viatris Inc. £1.5 million for failing to comply with a legally binding order. Viatris broke the rules when it did not obtain the consent of the CMA before making changes to key staff and then failed to report the breach.
Following a Phase 1 investigation, in April 2024, the CMA found the proposed acquisition by Theramex of the European rights to the hormone replacement therapy treatments Duphaston and Femoston from Viatris could reduce competition and choice for hormone replacement therapy treatments in the UK.
During the investigation, the CMA imposed an 'Initial Enforcement Order' under section 72(2) of the Enterprise Act 2002 which sought to prevent any action which could prejudice the CMA's inquiry or any potential remedies that the CMA might impose.
Viatris breached these restrictions by implementing changes to key members of its UK management team without the CMA's consent, and then failed to notify the CMA of the breach.
The CMA found that there was no reasonable excuse for Viatris failure to comply with the rules, and the breaches were capable of having an adverse impact on the investigation.
Sorcha O'Carroll, Senior Director for Mergers at the CMA, said:
Interim orders are of vital importance to the proper functioning of the UK's voluntary merger control regime. The CMA expects parties to comply in full with their obligations under such orders, to put in place robust procedures to ensure compliance, and to be open and transparent in all their dealings with the CMA in relation to them.
In this case, we are particularly troubled by Viatris' failure to promptly and candidly report relevant facts, in circumstances where Viatris should have known or suspected that it had breached the rules.
The CMA takes these matters very seriously and we stand ready to use our powers to impose penalties where merger parties act in breach of the rules.
Where a business fails to comply with an interim measure, without reasonable excuse, the maximum penalty the CMA is able to impose is 5% of the total value of a party's global turnover.
