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MERGERS: The Antimonopoly Office of the Slovak Republic approved concentration of the undertakings Ing. Michal Holík and Dr. Stephan Fanderl over the enterprise of the undertaking AHOLD

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On January 29, 2014 the Antimonopoly Office of the Slovak Republic, Division of Concentrations approved the concentration grounded in acquisition of indirect joint control by the undertakings Ing. Michal Holík and Dr. Stephan Fanderl over the enterprise of the undertaking AHOLD Retail Slovakia, k.s., Ivánska cesta 12, Bratislava („AHOLD“).

Prior to concentration Ing. Michal Holík together with Dr. Stephan Fanderl indirectly controlled the company TERNO, company Diligentia R.C. and several other companies. The main economic activity of both mentioned companies is food retail and retail of non-food products for daily consumption. Diligentia R.C. realizes this activity through the retail stores Moja Samoška. In the time of concentration notification there were 25 TERNO retail outlets and 67 Moja Samoška outlets.

Company AHOLD acts in the area of daily consumer goods through the network of Hypernova and Albert outlets with 24 retail outlets around Slovakia.

For the specification of relevant markets and consequent assessment of impacts of concentration on competition the Office addressed selected undertakings acting in the area of retail sale of daily consumer goods, namely the undertakings Billa, Tesco Stores SR, Kaufland, Lidl, Retail Value Stores, Carrefour, CBA, CBA Market and COOP Jednota Dunajská Streda. The Office also came out from the information submitted within the proceedings on concentration „SK Terno/Samoška“, as it was the concentration in the similar area having been assessed few months before and the concentration notifiers were the same in both cases.

Assessing the concentration the Office focused on the area of sale of daily consumer goods in retail outlets of various formats. Particular types of outlets show the significant differences. Differences are clear between the Hypernova hypermarkets and small outlets of Moja Samoška. As regards the size of floor space and number of assortment items, TERNO and Albert outlets are of various formats and some of them are smaller and similar to Moja Samoška outlets and some of them are of the middle format. However, for the proceedings it was not necessary to specify the relevant market, hence the Office left the question of its precise determination open.

Coming out from the previous decision-making praxis of the Office and from the praxis of the European Commission or other competition authorities in the case of retail sale of daily consumer goods the markets are specified locally by the certain catchment area of outlets.

The Office ascertained that the activities of concentration participants overlap in Bratislava, Trenčín and Pezinok, namely the outlets of Terno, Moja Samoška on one hand and Albert and Hypernova on the other hand. Assessing the impacts of the subjected concentration on competition the Office has been considering the possible options of determination of catchment areas in these cities. The Office determined the options of catchment areas (it means the distance from which the representative customer arrives) based on information submitted by the undertakings operating the retail sale of daily consumer goods in the previous administrative proceedings. The survey proved that the catchment areas differ for the various types of retail outlets. The catchment areas were determined as follows: 10 minutes walking (aprox. 1 km) and 5 minutes by car (aprox. 4 km) for the outlets up to 400 m2 in Bratislava and Trenčín and 20 minutes by car (aprox. 20 – 30 km) and 10 minutes by car (up to 10 km) for the outlets over 400 m2 in the cities of Bratislava, Pezinok and Trenčín.

The Office investigated whether there is an alternative option of other outlet in the specified catchment area, it means whether there are other retail outlets selling daily consumer goods and what is their nature. It regarded also the fact that the bigger retail outlets represent the effective competition to smaller retail outlets, but it does not work vice versa.

Activities of parties to concentration overlap in all types of outlets in most of the catchment areas in three cities, but it was also proved that there is a sufficient amount of rival retail outlets in given localities (more than three players from various economic groups). These rival outlets belong to networks both of the Slovak and supranational players (Billa, Tesco Kaufland/Lidl).

In the case of smaller outlets (aprox. up to 400 m2) the Office has been assessing the catchments areas of particular outlets in city of Bratislava where the activities of parties to concentration overlapped and the existence of three or less than three rival undertakings has been proved. The Office also regarded the existence of other outlets in given catchment area which did not belong to network of big outlets like Tesco, Billa etc., but there were standard outlets comparable with the outlets of parties to concentration.

After evaluating all of the documents and information gathered, the Office concluded that the concentration at case would not significantly impede effective competition in the relevant market, in particular through the creation or strengthening of a dominant position, therefore the Office approved the concentration.

The decision came into force on 29. 01. 2014.