Friday, 28 December 2012 00:00

Decision 557/2012

Decision following prior notification of concentration, according to articles 5-10 of L. 3959/2011, regarding the acquisition of sole control over the company under the name “Marinopoulos Coffee Company S.A.”  by the company “Marinopoulos Holding SARL”.

Decision 557/2012
File (PDF) Decision 557/2012
Date of Issuance of Decision

December 28th, 2012

Issue Number of Government Bulletin
Relevant Market

Coffee shops, Pâtisseries

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

Target company(ies)

MARINOPOULOS Coffee Company S.A.

Summary of Decision

On 21.11.2012, the companies "MARINOPOULOS HOLDING SARL" and "MARINOPOULOS COFFEE PARTICIPATIONS (CYPRUS) LTD" (which is a subsidiary of the former) notified to the Hellenic Competition Commission the acquisition of a percentage of the shares of the paid-up share capital of “MARINOPOULOS COFFEE COMPANY SA" (hereinafter "MARINOPOULOS COFFEE"), which operates "Starbucks" coffee shop chain in Greece and in which "MARINOPOULOS HOLDING SARL" already owned a stake, by the company "STARBUCKS COFFEE INTERNATIONAL INC". As a result of the notified transaction, “MARINOPOULOS HOLDING SARL” acquires sole control over MARINOPOULOS COFFEE.

The relevant market in this case was defined as the market for coffee shops-pâtisseries. However, the precise definition of the relevant market remained open, as the substantive impact assessment of the notified transaction is not affected by the relevant market definition. The relevant geographic market was defined as the entire territory of Greece. "MARINOPOULOS HOLDING SARL", except for its existing shareholding in the company MARINOPOULOS COFFEE, does not hold a stake in any other company engaged in the operation of coffee shops-pâtisseries. Regarding the market shares of MARINOPOULOS COFFEE in the relevant coffee-pâtisseries market for the last five years (2007-2011), they stood at particularly low levels, while the company's market shares in the market of coffee shop-pâtisseriechains were declining over the period concerned. This concentration constitutes a change in the quality of control over the existing company MARINOPOULOS COFFEE, from joint to sole control, by "MARINOPOULOS HOLDING SARL", as a result of the exit from the first company of the other shareholders. In addition, the notified transaction does not involve an extension in any way whatsoever of the activities and / or strengthening of the position of MARINOPOULOS COFFEE in the market in which it operates.

The concentration in question is not expected to create significant impediments in the above markets, as the market share growth rate of MARINOPOULOS COFFEE's will be zero, the actual and potential competition is present throughout Greece (both from organised coffee shop and patisserie chains and from unbranded coffee shops) and significant (existence of competitive pressures from the activity of other competitors and close substitution between the products of the participating companies and their competitors), while there are no particular legal or actual barriers to market entry, but on the contrary suppliers and consumers appear to have many alternative options. Therefore, the concentration in question is not expected to significantly affect or restrict competition.

On these grounds, the competent Chamber of the Hellenic Competition Commission approved the above notified concentration, as it does not raise serious doubts as to its compatibility with competition rules in the relevant markets concerned.

Judicial Means  Final. No appeal.
Decisions by the Court of Appeal of Athens (Administrative Division) -
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