Jointly by: 1. Kangto Investments Pte. Ltd. (Kangto), Singapore. 2. Kabru Investments Pte. Ltd. (Kabru), Singapore 3. Manipal Global Health Services (Mghs), Mauritius and others.

CCI6 Jun 2023C-2023/04/1019

Case brief

AI extract

What is this about?

The Competition Commission of India, upon receiving a notice under Section 6 regarding a proposed combination involving acquisition of Manipal Health Enterprises and debentures in MEMG India, assessed potential horizontal and vertical overlaps. Finding market shares insignificant in relevant healthcare segments, the Commission approved the combination under Section 31.

What did the court decide?

The Commission approves the Proposed Combination under Section 31(1) of the Act, subject to the order standing revoked if information is found to be incorrect.

Jointly by: 1. Kangto Investments Pte. Ltd. (Kangto)… — Company and Corporate | CCI (2023)

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COMPETITION COMMISSION OF INDIA

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(Combination Registration No.C-2023/04/1019)

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06.06.2023

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Notice under Section 6(2) of the Competition Act, 2002 filed jointly by Kangto Investments Pte. Ltd., Kabru Investments Pte. Ltd., Manipal Research & Management Services International, Manipal Global Health Services, MEMG International India Private Limited and TPG SG Magazine Pte. Ltd.

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CORAM:

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Ms. Sangeeta Verma Member

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Mr. Bhagwant Singh Bishnoi Member

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Order under Section 31(1) of the Competition Act, 2002

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On 11.04.2023, the Competition Commission of India ( Commission ) received a notice under subsection (2) of Section 6 of the Competition Act, 2002 ( Act ), filed jointly by Kangto Investments Pte. Ltd. ( Kangto ), Kabru Investments Pte. Ltd. ( Kabru ), Manipal Research & Management Services International ( MRMSI ), Manipal Global Health Services ( MGHS ), MEMG International India Private Limited ( MEMGIIPL ), and TPG SG Magazine Pte. Ltd. ( TPG SG ) (collectively referred to as ‘ Acquirers ’).

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The proposed transaction entails the: (a) acquisition of equity shares capital of the Manipal Health Enterprises Private Limited ( MHEPL / Target ) by Kangto, Kabru, MGHS, TPG SG, and MRMSI; and (b) acquisition of optionally convertible debentures ( OCDs ) of Manipal Education and Medical Group India Private Limited ( MEMG India ) by MEMGIIPL from National Investment and Infrastructure Fund – II ( NIIF ) (hereinafter referred to as the Proposed Combination ).

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Combination Registration No. C-2023/04/1019

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In relation to the Proposed Combination, it is mentioned in the notice that:

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a. MGHS, Cypress Holdings, Dr. Ranjan Pai, and MEMG India are part of the Promoter Group and cumulatively hold more than 50 percent in the Target. Further, it is mentioned that TPG Asia VI SF Pte. Ltd. ( TPG VI ), Imperius (an indirect wholly owned subsidiary of Temasek Holdings (Private) Limited ( Temasek )), and NIIF are the existing investors in the Target. Additionally, NIIF also holds certain optionally convertible debentures ( OCDs ) of MEMG India.

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b. Post the Proposed Combination, Temasek (through Imperius, Kangto, and Kabru) will hold a majority of the equity share capital of the Target, and MGHS will hold certain percentage of the equity share capital of the Target. Also, NIIF and TPG VI will cease to be shareholders of the Target and TPG SG will have a certain percentage of the equity share capital of the Target.

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c. It is also submitted that, upon consummation of the Proposed Combination, Temasek (through Imperius, Kangto, and Kabru) will hold more than 50 percent of the equity share capital of the Target; MGHS will hold approximately 20 percent of the equity share capital of the Target on a fully diluted basis, which may further reduce in case of additional acquisition by Temasek pursuant to the Proposed Combination; NIIF and TPG VI will cease to be shareholders of the Target. Additionally, TPG SG will hold approximately 11 percent of the equity share capital of the Target on a fully diluted basis.

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The notice has been filed, inter alia , pursuant to Share Purchase Agreement dated 06.04.2023 executed, inter alia , amongst MGHS, Cypress Holdings, Manipal Seller Group, Kangto, and Kabru ( Temasek Transaction SPA ), Share Purchase Agreement dated 06.04.2023 executed between MGHS and TPG VI ( MGHS Transaction 1 SPA ), Share Purchase Agreement dated 06.04.2023 executed between MGHS and NIIF ( MHGS Transaction 2 SPA ), OCD Purchase Agreement dated 06.04.2023 executed between NIIF, MEMGIIPL and MEMG India ( OCD Purchase Agreement ), Share Purchase Agreement dated 06.04.2023 executed between MRMSI and TPG VI ( MRMSI Transaction SPA ), Share Purchase Agreement dated 06.04.2023 executed between MRMSI and TPG SG ( TPG Transaction SPA ), New Shareholders’ Agreement dated

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Combination Registration No. C-2023/04/1019

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06.04.2023 executed amongst Promoter Group, TPG VI, Imperius, Kangto, Kabru, and the Target ( New SHA ), Inter-Se Agreement dated 06.04.2023 executed amongst Promoter Group, the Target, Imperius, Kangto, and Kabru ( Inter-Se Agreement ), CCI Approval Letter Agreement dated 06.04.2023 executed amongst MGHS, Cypress Holdings, Kangto, Kabru, TPG VI, TPG SG, MRMSI, MEMGIIPL, and the Target ( Letter Agreement ), SHA Termination Agreement dated 06.04.2023 executed amongst Promoter Group, TPG VI, Imperius, Kangto, Kabru, TPG SG, and the Target ( SHA Termination Agreement ) and Amendment to the OCD Subscription Agreement ( OCD Amendment Agreement ), dated 06.04.2023, executed amongst MEMGIIPL and MEMG India. The MGHS Transaction 1 SPA, MGHS Transaction 2 SPA, OCD Purchase Agreement, OCD Amendment Agreement, and MRMSI Transaction SPA are together referred to as Manipal Transaction Agreements .

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In terms of Regulation 14 of the Competition Commission of India (Procedure in regard to the transaction of business relating to combinations) Regulations, 2011 ( Combination Regulations ), the Commission, vide its letter dated 28.04.2023, sought certain information(s)/clarification(s), inter alia , relating to the relevant markets identified in the notice; the response to the same was received on 15.05.2023¹ after seeking extension of time by the Acquirers. Further, the Acquirers have also provided certain information(s)/clarification(s) in relation to the Proposed Combination via emails on 27.04.2023, 16.05.2023, 21.05.2023, and 25.05.2023.

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Brief description of the parties

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Kangto/Kabru and Temasek

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Kangto and Kabru are incorporated as limited companies in Singapore. They are investment holding companies and do not have any business operations other than holding investments or physical presence in India. They are indirect wholly owned subsidiaries of Temasek Holdings (Private) Limited ( Temasek )), which is the ultimate parent company.

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Temasek is an investment company based in Singapore. It is stated that Temasek’s portfolio spans a broad spectrum of industries: financial services; transportation and industrials;

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1 Was received on 13.05.2023 (Saturday), therefore effective date of receipt is 15.05.2023.

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telecommunications, media and technology; consumer and real estate; life sciences and agri-food; multi-sector funds as well as others (including credit).

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TPG SG and TPG Group

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TPG SG is a newly incorporated entity that is majority owned and controlled by certain affiliates of TPG, Inc (which is the ultimate holding company of the TPG group ( TPG Group )). It does not have any business activity in India. It is an investment holding company set up to hold interest in the Target.

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TPG Group operates in India through its various investments, with a primary focus on sectors such as technology, healthcare, consumer, and financial services.

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MGHS

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MGHS is one of the promoters of the Target and is a wholly owned subsidiary of MEMG International Limited (incorporated in Mauritius), which is, in turn, wholly owned by the RSP Trust Mauritius (trustees and beneficiaries of which are members of the Pai family). It is submitted that the Pai Family, as a beneficiary and a trustee, exercises complete control of RSP Trust Mauritius. The Pai Family, including its affiliates, is collectively referred to as Pai Family Group .

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MGHS’s principal activity is to hold investments in real estate properties, healthcare activities, and infrastructure providers, inter alia , for healthcare activities. It is also mentioned that the Pai Family Group operate via key verticals, i.e., education, healthcare, health insurance, clinical research and philanthropy.

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MRMSI

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MRMSI, incorporated in Mauritius, is an indirect wholly owned subsidiary of the RSP Trust Mauritius and belongs to the Pai Family Group. Its principal activity is to hold investments in companies engaged in property acquisition, development of tech park business, scientific research and therapeutics, investment management services, management and technical consultancy

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services, hospitality services and infrastructure support services to education and healthcare sector.

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MEMGIIPL

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MEMGIIPL is incorporated in India and belongs to the Pai Family Group. It is engaged in the provision of services in the healthcare, education, and research sectors. It engages experts in finance, management, administration, legal, human resource development, and other related fields.

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MHEPL/ Target

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MHEPL/Target a private company incorporated in India, is presently jointly controlled by the Pai Family Group and the Investors (i.e., TPG VI, NIIF, and Imperius) for the purpose of the Act. It is submitted in the notice that the Target operates a network of hospitals providing multi-specialty care. It has a presence through 23 hospitals in 13 cities in India and operates under the brand name Manipal Hospitals. The Target, including its affiliates, are together referred to as Target Group .

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It is mentioned that the Target Group is present in the healthcare sector in India. It is engaged in the provision of: (a) healthcare services (through hospitals); (b) home healthcare services; (c) retail sale of medical devices; (d) tele-medical consultation services; and (e) diagnostic services in India. The Target Group offers an integrated range of healthcare services, from outpatient treatment and diagnostics to advanced clinical care, which also extends to personalised home-care services.

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MEMG India

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MEMG India is a private company incorporated in India. It is a subsidiary of RSP Trust India and belongs to the Pai Family Group. MEMG India is engaged in the provision of management consultancy services to companies engaged in the healthcare, education, and research sectors. It engages experts in finance, management, administration, legal, human resource development, and other related fields. MEMG India through its affiliates is engaged in the provision of securities broking, hospitality, health insurance, and healthcare services.

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Identification of the Overlaps

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It is mentioned in the notice that the acquirers, i.e., MGHS, MEMGIIPL, and MRMSI, and the targets i.e., MHEPL and MEMG India, form part of the Pai Family Group. Accordingly, there is no requirement for mapping overlaps between the said targets and the acquirers as they already all belong to the same group, i.e., the Pai Family Group. It is further submitted that the Pai Family Group does not hold any investments in any other entity (that does not form part of the Pai Family Group) which is present in business activities that are either horizontally overlapping or vertically linked or complementary to the business activities of the Target Group in India.

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It is also mentioned that Temasek and its affiliates have investments (which meet the materiality thresholds) in certain companies active in the healthcare sector in India (referred to as Temasek Portfolio Companies ), which may be considered to give rise to horizontal overlaps with the activities of the Target Group in India.

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Similarly, TPG Group has investments (which meet the materiality thresholds) in certain companies active in the healthcare sector in India (referred to as TPG Portfolio Companies ), which may be considered to give rise to horizontal overlaps with the activities of the Target Group in India.

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Horizontal Overlaps

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It is mentioned in the notice that the services provided by the Target Group, Temasek Portfolio Companies, and TPG Portfolio Companies broadly fall within the healthcare sector in India. Within the healthcare sector, their services can be categorised under the following segments:

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A. Provision of healthcare services through hospitals

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B. Provision of home healthcare services

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C. Provision of retail diagnostic services

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D. Provision of tele-medical consultation services

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A. Provision of Healthcare Services Through Hospitals

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It is submitted in the notice that the Commission in previous cases had noted that the market for provision of healthcare services through hospitals ( Broad Hospital Market ) is the broadest market. Further, the Broad Hospital Market can be broadly segmented into:

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a. Primary Care: Primary care is the first level of healthcare that patients receive and covers all essential healthcare services. Primary care providers are often the first point of contact for patients when they have medical needs or concerns, such as illness or injury ( Primary Care Segment ).

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b. Secondary Care: Secondary care services are usually based in a hospital or clinic and may include planned operations, specialist clinics such as cardiology or renal clinics, or rehabilitation services such as physiotherapy. Secondary healthcare includes a wide range of specialists such as psychiatrists, cardiologists, obstetricians, dermatologists, paediatricians, and gynaecologists.

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c. Tertiary Care: Tertiary care is a level above secondary health care and has been defined as highly specialised medical care, usually provided over an extended period of time, that involves advanced and complex diagnostics, procedures, and treatments performed by medical specialists in state-of-the-art facilities.

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Secondary care and tertiary care are together referred to as Secondary/Tertiary Care Segment .

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d. Quaternary Care: Quaternary care has been defined as an extension of tertiary care in reference to advanced levels of medicine which are highly specialized and not widely accessed, and usually only offered in a very limited number of national or international centres. This level of care includes transplants such as heart transplant, bone marrow transplant, liver transplant etc. ( Quaternary Care Segment ).

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In this instant case, the Parties were directed to identify overlaps and provide the relevant information for secondary care and tertiary care separately. Further, the Quaternary Care Segment

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can be sub-segmented based on organ transplant and tissue transplant. Accordingly, the parties were directed to provide the relevant information on overlaps and competition assessment for the sub-segments within the Quaternary Care Segment.

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Horizontal Overlaps between the Target Group and Temasek Portfolio Companies and submissions on Relevant Market(s)

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It is submitted in the notice that, based on the decisional practice of the Commission and the presence of the Temasek Hospital Portfolio Companies and the Target Group in India, the following horizontal overlaps arise:

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(a) Broad Relevant Market : Broad Hospital Market in Delhi, Delhi-NCR, Bengaluru, Kolkata, Jaipur, Mysore, Salem, Vijayawada, Bhubaneswar, and Pune (together referred to as Temasek Overlapping Cities )

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(b) Narrow Relevant Markets :

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(i) Primary Care Segment in Temasek Overlapping Cities

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(ii) Secondary/Tertiary Care Segment in Temasek Overlapping Cities

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(iii) Quaternary Care Segment in India

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For Secondary/Tertiary Care Segment, it is submitted that the Temasek Hospital Portfolio Companies and the Target Group have overlaps in key specialties (including its subsegments) in FY 2021-22, such as Cardiology (sub-segments: Angioplasties, Coronary Artery Bypass Graft ( CABG )), Neurology (sub-segments: Neuro Admissions, Neuro Surgeries), Orthopaedics (sub-segments: Joint Replacements, Other Orthopaedic Surgeries), Urology (sub-segments: Urology Surgeries, Dialysis Sessions), Oncology (subsegments: Oncology Surgeries, Chemo Cycles), Obstetrics/Gynaecology and Paediatrics (sub-segments: C-Section, In vitro Fertilization, Minimally Invasive surgery, Hysterectomy, Paediatric Surgeries) and Ophthalmology (sub-segments: Retina Surgeries, Lasik Surgeries, Cataract Surgeries).

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(c) In relation to the Quaternary Care, it is submitted that the Temasek Hospital Portfolio Companies and the Target Group have overlaps in the following types of transplants: (i) Heart transplant

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(ii) Liver transplant

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(iii) Kidney transplant

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(iv) Cornea transplant

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Horizontal Overlaps between the Target Group and TPG Portfolio Companies and submissions on Relevant Market(s)

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It is submitted in the notice that, based on the decisional practice of the Commission and the presence of the TPG Hospital Portfolio Companies and the Target Group, the following horizontal overlaps arise in healthcare services through hospitals segment:

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(a) Broad Relevant Market: Broad Hospital Market in Delhi, Delhi-NCR, Bengaluru, Kolkata, Mysore, Mangalore, Salem, Vijayawada, Jaipur, Bhubaneswar, and Pune (together referred to as TPG Overlapping Cities )

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(b) Narrow Relevant Markets:

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(i) Primary Care Segment in TPG Overlapping Cities

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(ii) Secondary/Tertiary Care Segment in TPG Overlapping Cities

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(iii)Quaternary Care Segment in India

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For Secondary/Tertiary Care Segment, it is submitted that TPG Hospital Portfolio Companies and the Target Group have overlaps in key specialties (including its subsegments) in FY 2021-22, such as Cardiology (sub-segments: Angioplasties, Coronary Artery Bypass Graft), Neurology (sub-segments: Neuro Admissions, Neuro Surgeries), Orthopaedics (sub-segments: Joint Replacements, Other Orthopaedic Surgeries), Urology (sub-segments: Urology Surgeries, Dialysis Sessions) Oncology (sub-segments : Oncology Surgeries and Chemo Cycles), Obstetrics/C-Section Gynaecology and Paediatrics (subsegments: In vitro Fertilization, Minimally Invasive surgery, Hysterectomy, Paediatric Surgery) and Ophthalmology (sub-segments: Retina Surgeries, Lasik Surgeries, Cataract Surgeries)

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(c) In relation to the Quaternary care, it is submitted that the TPG Hospital Portfolio Companies and the Target Group have overlaps in the following types of transplants:

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(i) Liver transplant

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(ii) Kidney transplant

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(iii) Bone Marrow transplant

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(iv) Cornea transplant

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B. Provision of Home Healthcare Services

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It is submitted in the notice that the Target Group is engaged in the provision of home healthcare services in India ( Home Healthcare Market ) through its hospitals. Further, it is mentioned that the following Temasek Portfolio Companies have presence in the Home Healthcare Market: (a) Health Care at Home India Private Limited ( HCAH ); (b) Medanta; and (c) Cloudnine Hospital. The TPG Portfolio Company Cloudnine Hospital also has presence in the Home Healthcare Market.

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Accordingly, there is a horizontal overlap between: (a) Temasek Portfolio Companies and Target Group; and (b) TPG Portfolio Companies and the Target Group in the Home Healthcare Market in India.

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Further, it is submitted that the Target Group (through its hospitals based only in Bengaluru), Temasek Portfolio Companies, and TPG Portfolio Companies are providing only skilled home healthcare services in India ( Skilled Home Healthcare Market ). Within India, the Target Group provides skilled home healthcare services only in Bengaluru. Accordingly, the overlap will be in the city of Bengaluru.

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C. Provision of Retail Diagnostic Services

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It is submitted that the Target Group is present in the provision of retail diagnostic services in India ( Retail Diagnostics Market ) through Healthmap and iGenetic, which operate retail diagnostic labs in India. Further, the Temasek Portfolio Companies and the TPG Portfolio Company have presence in the Retail Diagnostics Market through their portfolio companies.

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Accordingly, there is a horizontal overlap between: (a) Temasek Portfolio Companies and the Target Group; and (b) TPG Portfolio Companies and the Target Group, in the Retail Diagnostics Market in India.

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The Parties were directed to provide the information in relation to the sub-segmentation of the Retail Diagnostics Market for overlapping cities between (a) Temasek Portfolio Companies and the Target Group; and (b) TPG Portfolio Companies and the Target Group in the provision of pathology diagnostic services ( Retail Pathology Market ) and the provision of imaging/radiology services ( Retail Radiology Market ).

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D. Provision of Tele-Medical Consultation Services

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It is submitted in the notice that the Target Group is present in the provision of tele-medical consultation services in India ( Tele-medical Consultation Market ). Also, the Temasek Portfolio Companies and TPG Portfolio Companies have presence in the Tele-medical Consultation Market. Accordingly, there is a horizontal overlap between: (a) Temasek Portfolio Companies and Target Group; and (b) TPG Portfolio Companies and Target Group, in the Tele-medical Consultation Market in India.

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The Broad Hospital Market (including its sub-segments), Home Healthcare Market in India, Retail Diagnostics Market in India (including its sub-segments Retail Pathology Market and Retail Radiology Market), and Tele-medical Consultation Market in India are together referred to as Relevant Markets . Further, the Home Healthcare Market, Retail Diagnostics Market, and Tele-medical Consultation Market in India are together referred to as Non-Hospital Relevant Markets .

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Vertical Relationship

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(a) Target Group and Temasek Portfolio Companies

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It is submitted that there are (existing as well as potential) vertical links between the activities of Temasek (through the Temasek Portfolio Companies) and the Target Group in India, as under:

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Vertical Link 1 : The market for manufacture and sale of medical devices in India ( Medical Devices Market ) at upstream level (where Temasek (through Temasek Portfolio Companies)) is

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present which is vertically linked with the Retail Diagnostics Market at downstream level (where both Temasek (through Temasek Portfolio Companies)) and the Target Group are present.

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Vertical Link 2 : provision of wholesale sale and distribution of pharmaceutical products and medical devices in India ( Wholesale Pharmaceutical Market ) at upstream level (where Temasek (through Temasek Portfolio Companies)) is present which is vertically linked with market for retail sale of medical devices in India ( Retail Medical Devices Market ) at downstream level where the Target Group is present.

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(b) Target Group and TPG Portfolio Companies

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It is also submitted in the notice that there are limited (existing as well as potential) vertical links between the activities of TPG (through the TPG Portfolio Companies) and the Target Group in India, as mentioned below:

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Vertical Link 1 : The Medical Devices Market at upstream level where TPG (through the TPG Portfolio Companies) is present which is vertically linked with Retail Diagnostics Market at downstream level where both TPG (through TPG Portfolio Companies) and the Target Group are present.

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Vertical Link 2 : The Wholesale Pharmaceutical Market at upstream level where TPG (through TPG Portfolio Companies) is present which is vertically linked with Retail Medical Devices Market at downstream level where the Target Group is present.

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It is noted that the upstream market for wholesale sale and distribution of pharmaceutical products and medical devices in India can be segmented between pharmaceutical products and medical devices ( Wholesale Medical Devices Market ). Also, the Medical Devices Market can be sub-segmented into diagnostic devices; consumables; patient aid; and instruments and appliances. Further, the diagnostic devices can be further sub-segmented into: pathology devices and imaging/radiology devices. Pathology devices can be further segmented into in-vitro diagnostic ( IVD ) devices. Accordingly, the Parties were directed to provide the relevant information(s) to carry out the competition assessment of the Proposed Combination in these vertical markets sub-segments.

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Complementary Links

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It is mentioned in the notice that there are certain potential complementary links between the activities of (a) Temasek (through the Temasek Portfolio Companies) and Target Group and (b) TPG (through the TPG Portfolio Companies) and Target Group in India.

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Further, it is submitted that some of the Temasek and TPG Portfolio Companies, are engaged in the provision of pharmaceutical logistics services in India ( Pharmaceutical Logistics Market ), whereas the Target Group is engaged in the Retail Medical Devices Market. The Target Group can procure the logistics services of portfolio company to transport medical devices from manufacturers/ suppliers of these products to their own retail outlets. Accordingly, this may be viewed as a complementary link (hereinafter referred to as ‘ Complementary Link 1’ ).

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It is also submitted that some of the Temasek and TPG Portfolio Companies are engaged in the provision of software services for inventory management and accounting for pharmacies in India ( Pharmaceutical Software Market ). The Target Group is engaged in the Retail Medical Devices Market. The Target Group could procure software services from these portfolio companies to manage its inventory and for accounting purposes. Accordingly, this may be viewed as complementary link (hereinafter referred to as ‘ Complementary Link 2’) .

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Hereinafter, Complementary Link 1 and Complementary Link 2 are together referred to as Complementary Links .

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The Commission decided to leave the exact delineation of the relevant market(s) open as it was observed that the Proposed Combination, for the reasons detailed in the ensuing paragraph, is not likely to cause an appreciable adverse effect on competition in any of the possible alternative relevant markets that could be delineated.

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Assessment of the Proposed Combination

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Horizontal Overlaps

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Based on the submissions, it is noted that the combined market share of Temasek Portfolio Companies and the Target Group in each of the Relevant Markets (including their sub-segments) is less than 5 per cent except in the Quaternary Care Segment, where the combined market share is less than 10 per cent with insignificant increment. The combined market share of the TPG Portfolio Companies and the Target Group in each of the Relevant Markets (including their subsegments) is less than 5 per cent. The Relevant Markets are characterised by the presence of other players in each of the Relevant Markets (including their sub-segments) posing competitive constraints to the parties involved in the Proposed Combination.

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Vertical Relationships/Complementary Links

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Based on the submissions of the Parties with regard to vertical links between (a) the Target Group and Temasek Portfolio Companies; and (b) the Target Group and the TPG Portfolio Companies, it is noted that the presence of the Parties in all the vertical relevant market(s) identified above, including their sub-segments, is insignificant to raise any competition foreclosure concerns in India. Further, there are other players present in each of these relevant vertical market(s) at both the upstream as well as the downstream level.

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Based on the submissions of the Parties, in relation to Complementary Link 1 , it is noted that the market share of the Target Group in the Retail Medical Devices Market is minuscule and the market share of the relevant Temasek Portfolio Companies and TPG Portfolio Companies in the Pharmaceutical Logistics Market is also minuscule. With regard to the Complementary Link 2, it is noted that the market share of the Target Group in the Retail Medical Devices Market is minuscule and the market share of the relevant Temasek Portfolio Companies and TPG Portfolio Companies in the Pharmaceutical Software Market is also insignificant. Accordingly, it is submitted that neither Target Group nor Temasek/TPG (through their respective portfolio companies) have the ability to foreclose competition in either of the abovementioned markets.

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Considering the material on record, including details provided in the notice given under Section 6(2) of the Act and assessment of the combination based on the factors stated in Section 20(4) of the Act, the Commission is of the opinion that the Proposed Combination is not likely to have any appreciable adverse effect on competition in India in any of the relevant market(s), and therefore, the Commission approves the same under Section 31(1) of the Act.

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