Wednesday, 15 December 2021 12:18

Decision 754/2021

Clearance of the proposed acquisition by VIVARTIA S.A. (or any company associated to it) of sole control over the companies MICHAEL ARABATZIS S.A. (HELLENIC DOUGH) and MAKEDONIKI SFOLIATA (ALESIS S.A.), according to article 6(1-3) of L. 3959/2011

Decision 754/2021
File (PDF) Decision 754/2021
Date of Issuance of Decision December 15th, 2021
Issue Number of Government Gazette 
Relevant Market
  1. Dairy products
  2. Procurement of raw milk
  3. White milk
  4. Pasteurised milk (fresh milk) 
  5. High heat treatment milk (high-temperature pasteurised milk)
  6. Children’s milk
  7. Functional/Fortified milk
  8. Probiotic milk (sour milk, kefir, ayran)
  9. Long life milk
  10. Condensed milk
  11. Chocolate milk
  12. Coffee milk
  13. Yoghurt 
  14. Bulk yoghurt
  15. Standardised yoghurt 
  16. Standardised white yoghurt
  17. Flavored standardised yoghurt
  18. Standardised kids’ yoghurt
  19. Standardised functional yoghurt
  20. Milk cream
  21. Milk desserts
  22. Cheese products
  23. Soft cheeses
  24. Bulk soft cheeses
  25. Standardised soft cheeses
  26. Semi-hard cheeses
  27. Bulk semi-hard cheeses
  28. Hard cheeses
  29. Bulk hard cheeses
  30. Standardised hard cheeses
  31. Standardised juices
  32. Ready-to-drink tea (RTD)
  33. Milk cake/Milk bars (fridged products)
  34. Butter
  35. Non-domestic animal feed
  36. Frozen vegetables
  37. Fresh Packaged Salads
  38. Frozen dough
  39. Frozen herbs
  40. Industrially processed tomato products
  41. Fast-food services/mass catering and catering
  42. Fast-food services / mass catering and operation of casual dining restaurants
  43. Cafés and pastry shops
  44. Catering
  45. Industrial/industrialised catering
  46. Αirline catering services
  47. Operation of airport canteens
Subject of the Decision

Clearance of the proposed acquisition by VIVARTIA S.A. (or any company associated to it) of sole control over the companies MICHAEL ARABATZIS S.A. (HELLENIC DOUGH) and MAKEDONIKI SFOLIATA (ALESIS S.A.), according to article 6(1-3) of L. 3959/2011

Legal Framework Article 6 L. 3959/2011
Operative part of the Decision

By its Decision, the Hellenic Competition Commission (HCC) in plenary unanimously approved, under Greek merger control rules (Law No. 3959/2011), the concentration notified on 7.10.2021 (ref no. 8172) consisting in the  change of the quality of control over the companies a) MICHAEL ARABATZIS S.A. (HELLENIC DOUGH) and b) MAKEDONIKI SFOLIATA (ALESIS S.A.) from joint control by VIVARTIA S.A. and Michael Arabatzis to sole control by the company VIVARTIA S.A. (or any company associated to it).

Acquiring company(ies)

VIVARTIA S.A. (CVC Capital Partners)

Target company(ies)
  1. MICHAEL ARABATZIS S.A. (HELLENIC DOUGH)
  2. ALESIS S.A.
Summary of Decision

The concentration will not bring about any changes in the structure of the relevant markets nor any substantial change in the market shares in the relevant sub-markets concerned, and the level and conditions of competition will not be affected.
In particular, with regard to the horizontal effects of the concentration, it is noted that there are only two horizontally affected markets, namely the market for frozen dough products for home use and the market for ready-made frozen dough products for domestic use, where however the increase in market shares resulting from concentration is, negligible and in any case below 1%. Therefore, the concentration is not expected to have a substantial effect on competition.
With regard to its vertical effects, the notified transaction is not expected to have any detrimental vertical effects of non-coordinated or coordinated behavior, as detailed above. The other upstream and downstream markets, as analysed in the HCC’s Decision, are not affected and therefore the proposed transaction is not expected to have any effect on them.

With regard to the conglomerate effects of the notified concentration (relating to complementary activities of the merging parties), regarding the possibility of the parties to create a stronger pole of competition in the market of frozen dough products, with an increased bargaining power and strengthened position, as maintained by some competitors, it is noted that the parties already have joint control over the companies HELLENIC DOUGH and ALESIS, there are alternative sources of supply for the parties’ customers and these companies do not have significant market power or a dominant position in the markets concerned. In any event, the following the standard practice of the EC in cases where a concentration consisting in the acquisition of joint control has already been thoroughly evaluated in terms of its effects on competition, it is considered that a possible subsequent change in the quality of control from joint to sole is not able to raise new concerns that need analysis and that the notified transaction does not raise serious concerns as to its compatibility with merger control rules in the relevant markets concerned.
In light of the above, the HCC unanimously approves the proposed transaction as it is not expected to significantly impede competition and it does not raise serious concerns as to its compatibility with competition rules in any of the above markets.

Judicial Proceedings -
Decisions by the Administrative Court of Court of Appeal of Athens -
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