Commissioner Margrethe Vestager, in charge of competition policy, said: "Copper products are a key input for many European companies. We have looked carefully at the proposed merger between KME and MKM and found that there are enough credible alternatives and relatively low barriers to entry in the markets where the two companies compete with each other. We can therefore approve this merger without conditions."
Today's decision follows an in-depth investigation of KME's proposed acquisition of MKM.
The proposed transaction would combine KME and MKM, both active in the manufacturing and marketing of copper and copper alloy products, including rolled products made of copper and copper alloys, and copper tubes (including sanitary copper tubes). Rolled products are used as an input in a wide variety of applications, including electrical transformers, semiconductors, heat exchangers, and roofing materials. Sanitary copper tubes are used for drinking water installations, radiator connections, surface heating and cooling and sanitary gas installations.
The Commission's investigation
KME and MKM mainly sell copper and copper alloy products, and compete with each other only in some market segments and geographical areas, in particular with regards to (i) pure copper rolled products in the European Economic Area (EEA) and (ii) sanitary copper tubes in some EU Member States. The Commission opened an in-depth investigation to assess whether the overlaps in these two areas might result in price increase for customers.
For rolled products made of copper and copper alloys the investigation showed that the merged entity would not be able to increase prices because:
- KME and MKM would have only a relatively low combined market share and will not be market leaders.
- KME and MKM compete with each other essentially only in certain lower–end segments of the market, where a number of other vertically integrated competitors are also active and where barriers to compete for existing rolled products producers are relatively low.
- As regards the segments in question, the merging companies' competitors have substantial excess capacity, particularly in roofing copper, which is also a declining segment.
For sanitary copper tubes, the investigation also found that the merged entity would not be able to raise prices, because there is a large number of credible competitors in the EEA and in various Member States with significant free manufacturing capacity. These competitors would also be able to enter and expand across national borders into other national markets.
Therefore, the Commission concluded that the transaction would not raise competition concerns in the EEA or any substantial part of it and cleared the case unconditionally.
Companies and products
KME, a European industrial group based in Germany, is active in the manufacturing and marketing of copper and copper alloy products, including rolled copper and copper alloy products, and copper tubes. KME operates several production sites in Germany, Italy, France, Spain, the US and China.
MKM, also based in Germany, with one plant there, is a manufacturer of intermediate and semi-finished products made from copper and copper alloys. MKM manufactures copper wire, pre-rolled strip, rolled products and tubes.
Merger control rules and procedures
KME notified its proposed acquisition of MKM on 4 June 2018.
This transaction is one of two mergers in the rolled copper and copper alloys products sectors. The Commission examines each case on its own merits. In line with its case practice, the Commission assesses parallel transactions according to the so-called "priority rule" - first come, first served.
Pursuant to the priority rule based on the date of notification, the Commission assessed the KME / MKM transaction on the basis of the market situation existing before the notification of the parallel Wieland / ARP / Schwermetall transaction. The Commission's investigation of the latter merger is ongoing.
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 25 working days to decide whether to grant approval (Phase I) or to start an in-depth investigation (Phase II).
There are currently six on-going phase II merger investigations: the proposed acquisition of VDM by Aperam, the proposed acquisition of Embraco, Whirlpool's refrigeration compressor business, by Nidec, the proposed aquisition of certain Liberty Global assets by Vodafone, the proposed creation of a joint venture by Tata Steel and ThyssenKrupp, the proposed acquisition of Aurubis Rolled Products and Schwermetall by Wieland, the proposed acquisition of Alstom by Siemens and the proposed acquisition of Solvay's nylon business by BASF.