FTC Approves Final Order Imposing Conditions on Combination of Pfizer Inc.’s Upjohn and Mylan N.V.

Following a public comment period, the Federal Trade Commission has approved a final order settling charges that the combination of the Upjohn division of pharmaceutical company Pfizer and Mylan N.V. would violate federal antitrust law.

The proposed transaction contemplated that Pfizer Inc. would spin off its Upjohn division—which includes Pfizer’s authorized generic business Greenstone, LLC—and combine it with Mylan to form Viatris Inc. The complaint, which was first announced in October 2020, alleged that the combination would likely harm current competition in seven generic drug markets and future competition in three generic drug markets.

The final order requires the parties to divest rights and assets in the seven current generic drug markets where harm was likely. It also requires prior Commission approval before Upjohn, Mylan, or Viatris may gain an interest in or exercise control over any third party’s rights in the three future generic drug markets where harm is likely.

The Commission vote to approve the final order was 3-2. Chairwoman Rebecca Kelly Slaughter and Commissioner Rohit Chopra voted no.