The Philippine Competition Commission (PCC) has greenlit the acquisition of Natura & Co. UK Holdings Ltd. by Avon International Ltd., a move that clears the path for a major ownership shift in the nation’s beauty and direct-selling landscape.

The antitrust regulator’s Mergers and Acquisitions Office concluded its Phase 1 review by determining the deal is unlikely to stifle competition or harm consumer interests. The decision hinges on the finding that the two entities do not overlap in a way that would create a monopoly or unfairly squeeze out rivals in the local market.

Avon International, a special purpose vehicle under the investment fund Regent L.P., is the primary driver of the transaction. The Regent Group’s portfolio spans a variety of global luxury and lifestyle brands, including footwear label Bally and intimate apparel retailer La Senza.

Within the Philippines, Regent’s footprint is largely administrative and intellectual; it licenses its business methods and brand standards to third-party franchisees rather than operating direct wholesale or retail arms.

On the other side of the ledger, Natura UK maintains a robust physical and manufacturing presence in the country. Its local operations are split between Avon Cosmetics Inc., which handles the retail and direct-selling distribution of mass-market beauty products, and Avon Products Mfg. Inc., which manufactures goods for both the domestic market and export.

The commission’s investigators found that the transaction does not present a horizontal overlap, meaning the companies are not direct competitors, nor does it create a vertical relationship where one acts as a supplier to the other.

Even when the regulator broadened its lens to look at the wider intimate apparel market in the Philippines, it found that the combined market share of the parties post-transaction would not materially alter the competitive environment.

Regulators noted that the parties remain under significant pressure from a diverse field of other market players. By granting the clearance, the commission signaled that the Philippine market remains sufficiently competitive to prevent any single entity from gaining excessive market power through the merger.

The decision allows the acquisition to proceed without the need for structural remedies, ensuring that the manufacturing and direct-selling operations of the Avon brand in the Philippines can transition to new ownership under the Regent umbrella.