🚨 𝐔𝐩𝐝𝐚𝐭𝐞 – 𝐭𝐡𝐞 𝐁𝐂𝐀 𝐨𝐩𝐞𝐧𝐬 𝐞𝐱 𝐨𝐟𝐟𝐢𝐜𝐢𝐨 𝐢𝐧𝐯𝐞𝐬𝐭𝐢𝐠𝐚𝐭𝐢𝐨𝐧 𝐢𝐧𝐭𝐨 𝐩𝐨𝐭𝐞𝐧𝐭𝐢𝐚𝐥 𝐚𝐧𝐭𝐢-𝐜𝐨𝐦𝐩𝐞𝐭𝐢𝐭𝐢𝐯𝐞 𝐞𝐟𝐟𝐞𝐜𝐭𝐬 𝐨𝐟 𝐃𝐨𝐬𝐬𝐜𝐡𝐞 𝐌𝐢𝐥𝐥𝐬’ 𝐩𝐫𝐨𝐩𝐨𝐬𝐞𝐝 𝐭𝐚𝐤𝐞𝐨𝐯𝐞𝐫 𝐨𝐟 𝐂𝐞𝐫𝐞𝐬’ 𝐚𝐫𝐭𝐢𝐬𝐚𝐧 𝐟𝐥𝐨𝐮𝐫 𝐛𝐮𝐬𝐢𝐧𝐞𝐬𝐬 𝐟𝐨𝐥𝐥𝐨𝐰𝐢𝐧𝐠 𝐓𝐨𝐰𝐞𝐫𝐜𝐚𝐬𝐭 𝐣𝐮𝐝𝐠𝐞𝐦𝐞𝐧𝐭

Today the Belgian Competition Authority announced that it launched an ex officio investigation into the potential anti-competitive effects of the proposed takeover by Dossche Mills of the commercial activities in the artisan bakery segment of its competitor Ceres.

Dossche Mills and Ceres are two large producers and suppliers of flour to artisan bakeries in Belgium. In 2019, Dossche Mills already notified to the BCA its proposed acquisition of Ceres’ business as a whole. Following serious doubts raised by the BCA, the deal was ultimately abandoned.

The current proposed takeover of Ceres’ artisan flour business does not have to be notified to the BCA as the Belgian merger control thresholds are not exceeded. Nevertheless, the BCA reportedly found serious indications that the proposed takeover would significantly impede competition. The BCA therefore relies on the Towercast judgement of the European Court of Justice to investigate whether the proposed acquisition may constitute a potential infringement of the prohibition to enter into restrictive agreements, even though the deal is not subject to merger clearance.

The fear for increased deal uncertainty triggered by the Towercast judgement thus remains a reality for businesses. It is already the second time that the BCA relies on this judgement to investigate transactions which do not require merger clearance. In 2023, the BCA relied on the Towercast judgement to investigate a potential abuse of dominance by Proximus following its acquisition of EDPNET’s activities. It is however the first time that it investigates a contemplated acquisition under the prohibition to enter into restrictive agreements and it remains to be seen whether the BCA will ultimately establish the existence of an infringement to the requisite standard.

𝐈𝐧𝐭𝐞𝐫𝐞𝐬𝐭𝐞𝐝 𝐢𝐧 𝐦𝐨𝐫𝐞 𝐢𝐧𝐟𝐨𝐫𝐦𝐚𝐭𝐢𝐨𝐧?
🔗 You can find the BCA’s press release here: https://lnkd.in/e6RTjcMm

🔗 For more information on the Towercast judgement, read our #inthepicture ‘Anyone in for some more legal uncertainty for acquisitions?': https://lnkd.in/eRugB2gn

𝐀𝐧𝐲 𝐪𝐮𝐞𝐬𝐭𝐢𝐨𝐧𝐬? Contact our merger control experts Herlinde Burez, partner, and Laura Sente, senior associate.

#competitionlaw #mergercontrol #antitrust #towercast