Kluwer Competition Law Blog

A recent CC decision, Stericycle/Ecowaste Southwest, in which it prohibited a completed merger and required the divestment of the acquired business, is a salutary reminder to companies that do not wait for merger clearance before completing their transaction.

In March 2011, the U.K. Government Department for Business, Innovation and Skills (“BIS”) consulted on proposed reforms to the U.K. competition regime. The objectives were lofty (“improving the robustness of decisions,” “supporting the competition authorities in taking forward high impact cases,” and “improving speed and predictability for businesses”) and the proposals in part structural (most notably to merge the OFT and CC). Naturally, the consultation generated a great deal of interest and was used as a platform to move forward various raging debates (e.g., the appropriateness of an antitrust agency as investigatory, prosecutor, and decision maker). Last week, BIS issu [...]

In late January, the Commission finally published the non-confidential version of its decision in Unilever/Sara Lee Body Care (adopted in November 2010).  The decision, reached after a Phase II investigation, is notable because it marks the first time in many years where the Commission objects to a proposed merger on the basis of, among other pieces of evidence, a merger simulation. 

The key area of overlap between the Parties was in deodorants.  After having decided that separate markets existed for male and non-male deodorants, the Commission found that the Parties were close competitors with regard to certain brands and that Sara Lee contributed to important innovations in the market.� [...]

Public discussion on merger control in the last few years of has put the spotlight on two elements of contemporary merger analysis: market definition and market concentration, of which the former has raised considerable debate, in particular. It has been asked if market definition has de facto become superfluous to merger analysis due to some modern developments in merger assessment techniques, and if not, has its role still changed? Along with this debate, a more intense discussion on the role of market concentration in merger analysis has been revived. By somewhat generalizing, overall the discussion has made us face the question: are the days of traditional structural assumption really ov [...]

On 13 September, the Commission published its decision of 31 March 2011 in China National Bluestar/Elkem. After DSM/Sinochem/JV (decision of 10 May but published in June), this was the second published decision which dealt in some detail with the question how to treat Chinese State-owned Enterprises or SOEs under the EUMR. The question has both procedural and substantive implications.

Procedurally, the question is whether the revenues of other SOEs should be taken into account when calculating the revenues of the SOE involved in the transaction. From a substantive perspective, the Commission may need to analyze competitive effects of a combination of a company with an SOE, taking into acc [...]

On May 10, 2011, the FCO fined Interseroh in the amount of €206,000 for having implemented a concentration without merger approval. The decision is the second instance this year in which the FCO imposed a fine for implementing a merger without approval, and the second in which the FCO settled dissolution proceedings. Interestingly, it seems to be one of the first cases in which a “voluntary” notice of a merger implementation without prior approval triggered a fine.

The concentration concerned the increase of a 40%-stake held by HHR Stahlschrott und Metallrecycling GmbH & Co. KG (“HHR”) in fm Beteiligungsgesellschaft to 49%, through HHR exercising an option. At the same time, fm’ [...]