The Council of the National Competition Commission (“NCC”) has conditionally cleared Deoleo S.A.’s acquisition of exclusive control over the packaging and distribution of the extra virgin olive oil sold under the brand name “Hojiblanca”, which belongs to Hojiblanca SCA.
The Council of the NCC has authorised the transaction subject to four commitments relating to potential coordinated effects in the market.
The first commitment consists of removing the contractual clause stating that after the expiry of the three-year non-compete clause, Hojiblanca will lose the right to appoint two members of Deoleo S.A.’s board of directors if it has more than a 2% market share, thus preventing Hojiblanca SCA (Deoleo S.A.’s competitor) from accessing sensitive commercial information on the acquired business.
The second commitment establishes that Hojiblanca’s two representatives on Deoleo S.A.’s board of directors will not have access to sensitive information on the wholesale market, and Deoleo S.A. will not be able to request information from Hojiblanca about this market.
The third and fourth commitments relate to fulfilling and monitoring compliance with the first two commitments. The third commitment establishes a review clause for the first two commitments after three years. The fourth requires that the secretary to Deoleo S.A.’s board of directors sign a confidentiality agreement and that the parties regularly submit information to the NCC.