Asda / Arthur (Co-op) merger inquiry

The CMA is investigating the completed acquisition by Asda Stores Limited of Arthur Foodstores Limited from Co-operative Group Limited.

From:
Competition and Markets Authority
Published
31 October 2022
Last updated
1 February 2024 — See all updates
Case type:
Mergers
Case state:
Closed
Market sector:
Oil and gas refining and petrochemicals, Retail and wholesale
Outcome:
Mergers - phase 1 clearance with undertakings in lieu
Opened:
31 October 2022

Statutory timetable

Date Action
1 February 2024 Case closed
30 May 2023 Undertakings in lieu of reference accepted
18 April 2023 Consultation on proposed undertakings in lieu of reference
28 March 2023 CMA to consider undertakings offered
14 March 2023 Decision announced
17 January 2023 to 31 January 2023 Invitation to comment
17 January 2023 Launch of merger inquiry
26 October 2022 Initial enforcement order

Phase 1

Case closure

1 February 2024: The sale of the 13 divestment businesses (Arthur Barnard Castle, Arthur Cirencester, Arthur Caledonian Road, Arthur Earlston, Arthur Gnosall (Station Road), Arthur Lauder, Arthur Minsterley, Arthur Oakdale (Ripon Road), Arthur Rochester (Anthony’s Way), Arthur Stonehaven (Kirkton Road), Arthur Weycock Cross, Arthur East Peckham and Arthur St Columb Minor (Henver Road)) pursuant to the undertakings in lieu of reference was completed between 14 November 2023 and 31 January 2024. This brings the merger investigation to a close.

Undertakings in lieu of reference accepted

30 May 2023: The CMA has accepted undertakings in lieu of reference in relation to the completed acquisition of Asda Stores Limited of Arthur Foodstores Limited from Co-operative Group Limited.

Undertakings in lieu of reference consultation

18 April 2023: We are consulting on proposed undertakings in lieu of a reference offered by Asda Stores Limited for its completed acquisition of Arthur Foodstores Limited from Co-operative Group Limited. The consultation period closes on 3 May 2023.

CMA to consider undertakings offered

28 March 2023: Asda Stores Limited, Asda Group Limited, Mr Mohsin Issa, Mr Zuber Issa and TDR Capital LLP jointly offered undertakings to the CMA, which involve divesting 13 petrol filling stations with attached grocery stores. The CMA considers that there are reasonable grounds for believing that the undertakings offered by Asda Stores Limited, Asda Group Limited, Mr Mohsin Issa, Mr Zuber Issa and TDR Capital LLP, or a modified version of them, might be accepted by the CMA under the Enterprise Act 2002.

Reference unless undertakings accepted

14 March 2023: The CMA has decided, on the evidence currently available to it, that it is or may be the case that this merger has resulted or may be expected to result in a substantial lessening of competition within a market or markets in the United Kingdom. This merger will be referred for an in-depth, Phase 2 investigation unless the parties offer acceptable undertakings to address these competition concerns.

Launch of merger inquiry

17 January 2023: the CMA announced the launch of its phase 1 merger inquiry by notice to the parties.

Invitation to comment: closed

The Competition and Markets Authority (CMA) is considering whether it is or may be the case that this transaction has resulted in the creation of a relevant merger situation under the merger provisions of the Enterprise Act 2002 and, if so, whether the creation of that situation has resulted, or may be expected to result, in a substantial lessening of competition within any market or markets in the United Kingdom for goods or services.

To assist it with this assessment, the CMA invites comments on the transaction from any interested party.  

These comments should be provided by the deadline set out above. 

Initial enforcement order

On 26 October 2022, the CMA served an initial enforcement order (IEO) under section 72 (2) of the Enterprise Act 2002 on Asda Stores Limited (Asda); Asda Group Limited (Asda Group); Mr Mohsin Issa; Mr Zuber Issa; TDR Capital LLP; TDR Capital III Portfolio No. 2 L.P.; TDR Capital III Investments (2019) L.P.; Co-operative Group Limited (Co-op) and Arthur Foodstores Limited (Arthur). The IEO commenced on 30 October 2022, the day the parties completed the transaction.

Amendments / consents granted

Contact

Please send written representations about any competition or public interest to: Lily Xiao: Lily.Xiao@cma.gov.uk.

Published 31 October 2022
Last updated 1 February 2024 + show all updates

  1. Case closed.

  2. Decision and final undertakings published.

  3. Undertakings in lieu of reference accepted.

  4. Derogations published

  5. Proposed undertakings and notice to consider the proposed undertakings published.

  6. Considered undertakings full text decision and Reference unless undertakings accepted full text decision published.

  7. Consideration of undertakings offered published 

  8. Derogations published.

  9. Reference unless undertakings accepted announcement, with summary decision document, published.

  10. Derogation published.

  11. Commencement notice published.

  12. Derogation published.

  13. First published.

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