CCP Clears Stonepeak-Led Acquisition of BP’s Global Castrol Lubricants Business

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ISLAMABAD, July 30, 2026: The Competition Commission of Pakistan (CCP) has approved the proposed acquisition of BP’s global Castrol lubricants business by Motion JVCo Limited, a special-purpose company established by US-based investment firm Stonepeak Partners.

The approval followed a Phase-I review of the transaction under Pakistan’s merger control framework, the regulator said in a statement on Thursday.

Under the proposed deal, BP plc will sell Castrol Group Holdings Limited, which owns the global Castrol lubricants business, to Motion JVCo.

The Canada Pension Plan Investment Board, through a wholly owned subsidiary, will acquire an indirect minority stake in the business, while Stonepeak will retain indirect sole control after completion of the transaction.

Although the acquisition is global, the CCP reviewed the deal because Castrol products are marketed and sold in Pakistan through Castrol Group Holdings Limited.

Pakistan’s competition law requires the regulator to assess transactions involving businesses operating in the country to determine whether they could reduce competition, create market barriers or strengthen a dominant position.

The CCP identified the sale of lubricants in Pakistan as the relevant market for its assessment.

It found that neither Stonepeak nor CPP Investments currently operates in Pakistan’s lubricants sector. As a result, the transaction would not combine competing businesses or create any horizontal or vertical overlap in the local market.

Castrol lubricants are distributed in Pakistan through a third-party distributor.

The Commission concluded that the acquisition would not change the structure of Pakistan’s lubricants market, restrict new entrants or create or strengthen a dominant market position.

It therefore authorised the transaction under Section 31(1)(d)(i) of the Competition Act, 2010.

The CCP said its approval was limited to the competition aspects of the transaction. The acquisition will still require compliance with other relevant legal and regulatory conditions before completion.

The regulator added that Pakistan’s merger review system was intended to facilitate investment and corporate restructuring while protecting competition and maintaining a predictable business environment.

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