Thursday, 26 July 2012 00:00

Decision 544/2012

Decision on the transaction notified, according to article 6 par. 1 of law. 3959/2011, as in force, consisting in the acquisition of sole control over the company “Carrefour-Marinopoulos General Trading Co. S.A.” by Marinopoulos Group of Companies.

Decision 544/2012
File (PDF) Decision 544/2012
Date of Issuance of Decision

July 26th, 2012

Issue Number of Government Bulletin
Relevant Market

Retail of supermarket goods

Subject of the Decision

Merger

Legal Framework

Phase I (Article 8 par. 3 of  L. 3959/2011)

Operative part of the Decision

Clearance 

Acquiring company(ies)

Marinopoulos Holding Sarl

Marinopoulos Brothers S.A.

Target company(ies)

Carrefour-Marinopoulos General Trading Co. S.A

Summary of Decision

Prior notification, according to article 6 par. 1 of Law 3959/2011, as in force, of the acquisition of sole control over the company "Carrefour-Marinopoulos General Trading Co. S.A." by Marinopoulos Group of Companies.

On June 27, 2012, the companies "MARINOPOULOS HOLDING SARL" and "MARINOPOULOS BROTHERS S.A."(hereinafter" MARINOPOULOS BROTHERS") notified to the Hellenic Competition Commission, according to article 6 of L. 3959/2011, as in force, the acquisition of sole control over the company "Carrefour-Marinopoulos General Trading Co. S.A." (hereinafter:“CΜ”), by Marinopoulos Group of Companies.

The proposed concentration concerns the acquisition by Marinopoulos Group of Companies of sole control over CM, which, prior to the merger, was jointly controlled by Marinopoulos Group and CARREFOUR Group of Companies (hereinafter: "CARREFOUR"), through its subsidiary under the name" MARINOPOULOS BROTHERS", which currently holds 50% of CM’s share capital and is a subsidiary of "MARINOPOULOS HOLDING SARL", through which the Marinopoulos Group operates.

Therefore, the announced concentration concerns the restructuring of CM, resulting in the acquisition of its total share capital by Marinopoulos Group of Companies. Upon completion of the transaction, CM has the exclusive right to use the Carrefour trademark in Greece, Cyprus, as well as in the other Balkan countries in which "CARREFOUR MARINOPOULOS BALKANS BV" (hereinafter: "CMBV") operates.

In Greece, Marinopoulos Group of Companies is active in the following markets: a) Retail sale of supermarket goods, through CM, b) Manufacture of pharmaceuticals and cosmetics on behalf of third parties (façon) and provision to third parties of repackaging, storage, transportation and delivery services through FAMAR S.A group of companies, c) Retail sale of clothing, through "MARINOPOULOS BUSINESS CONSULTANTS S.A.", which operates GAP stores in Greece and d) Sale of high-quality coffee products, through "MARINOPOULOS COFFEE COMPANY S.A." which operates the STARBUCKS chain in Greece. In addition, the Group has limited activity, through CM, in the sectors of consumer credit, wholesale of consumer goods and retail sale of fuels. CM is mainly active in the development and retail sale of foodstuff and other consumer goods through supermarkets, hypermarkets and grocery stores under the Carrefour brand.

Taking into account the conditions of the proposed concentration and the information contained in the notification submitted in relation to the supply sector, as well as in relation to the other markets in which CM and Marinopoulos Group operate in Greece (in several of which the market share of the parties is very small) no material change in the market shares and structure is expected to occur as a result  of the notified concentration, which concerns a change in the structure and the quality of control over CM from joint to sole control.

On the above grounds, the competent Chamber of the HCC approved the proposed transaction, concluding that it does not raise serious doubts as to its compatibility with competition rules in the relevant markets concerned.

Judicial Means -
Decisions by the Court of Appeal of Athens (Administrative Division) -
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