Merger control (Finland): Finnish Competition and Consumer Authority conditionally approves Otava Group's acquisition of Kirjavälitys Oy

On 24 August 2016, the Finnish Competition and Consumer Authority ("FCCA") announced that it has conditionally approved Otava Group's ("Otava") acquisition of Kirjavälitys Oy ("Kirjavälitys"). Otava is a media corporation publishing fiction and non-fiction, teaching materials and periodicals in Finland. Kirjavälitys is a service company owned by Finnish publishers and bookstores providing logistics services, e-services and wholesale services. After the transaction, Otava's ownership in Kirjavälitys will be approximately 50 percent and it will have sole control in Kirjavälitys. 

The FCCA's preliminary investigation revealed that the proposed acquisition could restrict competition in the Finnish market for books, because various competitors of Otava use services offered by Kirjavälitys. The FCCA's in-depth investigation showed that the proposed acquisition could have negative effects in the selling and distribution markets of teaching materials for elementary and junior high schools, as these are concentrated markets. The FCCA found that Otava's competitors, that also publish teaching materials, are dependent on Kirjavälitys, which has approximately an 80-90 percent market share in the distribution market of teaching materials. The FCCA had concerns that Otava's control in Kirjavälitys could negatively affect competitors' in the negotiation of annual distribution terms and conditions. In addition, the FCCA had concerns that Kirjavälitys would offer teaching materials published by Otava's competitors to schools and municipalities with less favorable terms compared to teaching materials published by Otava. 

In order to remove the competition concerns, the FCCA imposed behavioral remedies. According to the behavioral remedies, Kirjavälitys shall not discriminate against competitors of Otava in the market of selling and distribution of teaching materials for elementary and junior high schools. In practice, this means the application of similar contractual terms in distribution agreements to Otava and its competitors. In addition, Kirjavälitys is prohibited from disclosing to Otava any confidential information regarding its competitors. The behavioral remedies will be valid for three years from the approval decision. Source: Finnish Competition and Consumer Authority Press Release 24/8/2016 (in Finnish)

In addition, kindly note the following merger control decisions by the Commission which are published on the website of the Commission’s Directorate-General for Competition:

  • Commission approves acquisition of joint control over Cubico by PSP and OTPP
  • Commission approves acquisition of Pusignan DC1 by SEGRO and PSPIB
  • Commission approves acquisition of JF Hillebrand by Cobepa
  • Commission approves acquisition of Dolce & Gabbana's beauty products licence business by Shiseido
  • Commission approves acquisition of Ausy by Randstad
  • Commission approves joint venture between JTSC and MHI-MS in the manufacture of tunnel boring machines