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Mergers: Commission continues inquiry into planned acquisition of Cemex West by Holcim in cement industry and does not refer case to Germany

European Commission - IP/14/2   06/01/2014

Other available languages: FR DE

European Commission

Press release

Brussels, 6 January 2014

Mergers: Commission continues inquiry into planned acquisition of Cemex West by Holcim in cement industry and does not refer case to Germany

The European Commission has rejected a request from Germany to refer the planned acquisition of Cemex West by the Swiss building materials group Holcim to the German competition authority for assessment under national competition law. The Commission concluded that the geographic scope of the affected cement markets is wider than national and that therefore the Commission cannot refer the assessment of the transaction to Germany. The Commission has until 31 March 2014 to take a final decision.

In the proposed transaction Holcim intends to acquire part of Cemex’ activities in cement, ready-mix concrete, aggregates and cementitious materials in western Germany and a small number of plants and sites located in France and the Netherlands.

In September 2013, Germany submitted a referral request under Article 9(2)(a) of the EU Merger Regulation. Under the Regulation, the Commission has exclusive jurisdiction to assess mergers above certain turnover thresholds. It allows the Commission to refer all or part of the assessment of a case to a Member State provided that the competitive effects are restricted to purely national or smaller than national markets.

The German competition authority submitted that the transaction threatened to affect significantly competition in the cement markets in Northern and Western Germany. It contended that those markets present all characteristics of distinct markets within Germany within the meaning of Article 9(2)(a) of the EU Merger Regulation. It therefore requested a full referral of the transaction so as to examine the transaction itself.

Following an extensive investigation, the Commission concluded that the relevant cement markets affected by the transaction are not national or narrower than national in geographic scope but include territories outside of Germany, such as parts of Belgium, the Netherlands and the Northeast of France. This finding takes into account the existence of substantial cross-border trade of cement and the results of the Commission's market investigation regarding the competitive dynamics of the cement sector. As one of the conditions for referral under Article 9 of the Merger Regulation is not met, the Commission could not refer the assessment of the transaction to the German competition authority.

The Commission will therefore continue its in-depth investigation into the proposed transaction, opened in October 2013 (see IP/13/986).

Companies and products

Holcim is a Swiss-based global supplier of cement, aggregates, ready-mix concrete as well as asphalt and cementitious materials with operations in more than 70 countries.

Cemex West consists of a number of operating entities which are subsidiaries of the Cemex Group, headquartered in Mexico. The Cemex Group is a global building materials company active worldwide in cement, ready-mix concrete, aggregates and related building materials. The Cemex West assets are located in North Rhine-Westphalia, Rhineland-Palatinate and Saarland in Germany with some assets in France and the Netherlands near the German border.

Merger control rules and procedures

The Commission has the duty to assess mergers and acquisitions involving companies with a turnover above certain thresholds (see Article 1 of the Merger Regulation) and to prevent concentrations that would significantly impede effective competition in the EEA or any substantial part of it.

The vast majority of notified mergers do not pose competition problems and are cleared after a routine review. From the moment a transaction is notified, the Commission generally has a total of 25 working days to decide whether to grant approval (Phase I) or to start an in-depth investigation (Phase II).

There are currently three other on-going phase II merger investigations. In the first case the Commission is assessing the planned combination of the European chlorvinyls businesses of INEOS of Switzerland and Solvay of Belgium into a newly created joint venture, with a deadline of 4 April 2014 (see IP/13/1040). The second phase II investigation concerns the proposed acquisition of Telefónica Ireland by Hutchison 3G UK. Here, the deadline for a final decision is 24 April 2014 (see IP/13/1048). In a third case, the Commission is investigating Telefónica Deutschland's proposed acquisition of E-Plus (see IP/13/1304); the deadline is 14 May 2014.

More information will be available on the competition website, in the Commission's public case register under the case number M.7009.

Contacts :

Antoine Colombani (+32 2 297 45 13, Twitter: @ECspokesAntoine )

Marisa Gonzalez Iglesias (+32 2 295 19 25)


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