June 19^th, 2012

Supply and distribution of raw milk

Merger

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

Clearance 

1.Nordmilch eG

2.Humana eG

3.Bad Bibra eG

DMK Deutsches Milchkontor GmbH (DMK)

On 9.5.2012, the companies/cooperatives «NORDMILCH EG» (hereinafter: «NORDMILCH»), «HUMANA EG» (hereinafter: «HUMANA») and «BAD BIBRA EG» (hereinafter:«BAD BIBRA») submitted a timely notification to the Hellenic Competition Commission, according to article 6 of L. 3959/2011, as in force, of their merger, through acquisition of the two latter companies by the former.

This followed the merger put into effect in 2010 between the subsidiaries of the above undertakings, namely “NORDMILCH AG”and “HUMANA MILCHINDUSTRIE GMBH”, by which the said subsidiaries were merged into the joint venture under the name “DMK DEUTSCHES MILCHKONTOR GMBH”, (hereinafter:“DMK”), which took over the operational activities of the cooperatives. DMK, over which HUMANA and NORDMILCH have since then joint control, is the only subsidiary of these two cooperatives operating in Greece. BAD BIBRA, although it holds a 2,2% of DMK’s share capital, does not have any voting rights in the company and has no activity in Greece. In addition, both cooperatives, as well as BAD BIBRA, promote/sell their total raw milk production to DMK. Therefore, NORDMILCH, HUMANA and BAD BIBRA cooperatives, having already transferred all their business activities to DMK, decided to regroup the remaining part of their activity, i.e. the production and supply of raw milk to DMK, in a single cooperative.

The merging entities are directly and indirectly active, through the DMK joint venture, in the following relevant markets: a) fresh milk and high-temperature pasteurised milk, b) long-life milk, c) condensed milk, d) butter, e) cheese, f) ice cream, g) milk cream, h) infant formulae, i) milk powder and j) liquid raw material (raw milk).

The investigation carried out by the Directorate-General for Competition with regard to the concentration under examination established that there are no affected product markets in the domestic market, as the market shares of the merging companies are estimated to be lower than 15% according to the information for 2010 and, in any event, less than 25% for the year 2011, in each of the relevant markets in which the parties operate. It is noted that, the proposed transaction, will not result in any change in the market shares of the merging entities, as the proposed merger concerns the change in control over the joint venture DMK, which is the only undertaking of the merging cooperatives operating in Greece.

On these 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.