Ecolab Inc / The Holchem Group Limited merger inquiry

The CMA is investigating the completed acquisition by Ecolab Inc. of The Holchem Group Limited.

From:
Competition and Markets Authority
Published
27 December 2018
Last updated
5 June 2020 — See all updates
Case type:
Mergers
Case state:
Closed
Market sector:
Chemicals
Outcome:
Mergers - phase 2 clearance with remedies
Opened:
27 December 2018
Closed:
5 June 2020

Phase 2

Administrative timetable

Date of referral: 24 April 2019

Statutory deadline: 8 October 2019

Contact

EcolabHolchem@cma.gov.uk

Case closure summary

5 June 2020: On 23 December 2019, the CMA accepted Final Undertakings from Ecolab to sell the Holchem Group Limited to a purchaser approved by the CMA. The Purchase of Holchem was approved by the CMA and on 28 May 2020 Holchem was acquired by Kilco Holdings Limited, a subsidiary of the Kersia Group.

Competition Appeal Tribunal (CAT) judgment upholds CMA Report

21 April 2020: The CMA is pleased that the CAT today upheld the decision to require Ecolab to sell Holchem Laboratories, after the CMA found that the merger raised competition concerns in the cleaning chemicals industry in the UK.

The Tribunal rejected all of Ecolab’s grounds of challenge and upheld the CMA’s findings in its final report. The judgment confirms that the CMA can reject an alternative remedy put forward by the parties where the CMA does not have a high degree of confidence that the remedy will be effective in addressing its competition concerns.

The judgment means that Ecolab must now continue with the sale of Holchem Laboratories to a purchaser approved by the CMA without any further delay.

Find out more on the Competition Appeal Tribunal’s website.

Remedy group appointed

9 January 2020: The CMA appointed the following panel group members to the Ecolab/Holchem remedy group.

Kirstin Baker (Chair), Maria Da Cunha, Robin Foster and David Thomas.

Final undertakings

23 December 2019: The CMA has accepted final undertakings and the reference has now been fully determined.

Amendments/consents granted:

Notice of proposal to accept final undertakings

27 November 2019: The CMA gives notice of the proposal to accept final undertakings and is inviting comments by 5pm on 11 December 2019.

Final report

Evidence

The publication of the evidence of any party on the CMA’s webpages does not indicate in any way endorsement by the CMA of the views expressed in the evidence or acceptance of that evidence. Publication in this way is designed to assist public understanding of the issues.

Third party evidence

Responses to provisional findings and possible remedies

Provisional Findings

6 August 2019: The CMA has provisionally found competition concerns as part of its in-depth investigation of the completed acquisition between Ecolab and Holchem.

Responses to the issues statement

Initial submissions

Directions to appoint a monitoring trustee

14 May 2019: On 10 May 2019, the CMA directed Ecolab, Inc. to appoint a monitoring trustee.

Issues statement

14 May 2019: The issues statement sets out the scope of the investigation. It outlines initial theories on what might be adversely affecting competition, but it does not set out findings or conclusions.

Inquiry group appointed

24 April 2019: The CMA has appointed the inquiry group:

Kirstin Baker (Chair), Maria da Cunha, Robin Foster and David Thomas.

Terms of reference

24 April 2019: The CMA has referred the completed acquisition by Ecolab Inc. of the Holchem Group Limited for an in-depth investigation.

Phase 1

Statutory timetable

Phase 1 Action
10 April 2019 Decision announced
13 February 2019 Launch of merger inquiry
12 February to 26 February 2019 Invitation to comment
24 December 2018 Initial enforcement order

Reference decision

24 April 2019: The CMA has referred the completed acquisition by Ecolab Inc. of the Holchem Group Limited for an in-depth investigation.

Reference unless undertakings accepted

10 April 2019: The CMA has decided, on the information 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 a phase 2 investigation unless the parties offer acceptable undertakings to address these competition concerns.

Launch of merger inquiry

13 February 2019: The CMA announced the launch of its merger inquiry by notice to the parties.

Invitation to comment: closes 26 February 2019

12 February 2019: The 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.

Initial enforcement order

On 24 December 2018, the CMA served an initial enforcement order under section 72(2) of the Enterprise Act 2002 on Ecolab Inc., Ecolab U.S. 2 Inc. and Ecolab (U.K.) Holdings Limited, in relation to the completed acquisition by Ecolab Inc. of The Holchem Group Limited.

Amendments/consents granted:

Contact

Please send written representations about any competition or public interest to general.enquiries@cma.gov.uk

Published 27 December 2018
Last updated 5 June 2020 + show all updates

  1. Case closure summary published.

  2. Link to Competition Appeal Tribunal judgment added to page.

  3. Derogation published.

  4. Derogation published.

  5. Remedy group appointed.

  6. Final undertakings and notice to accept final undertakings published.

  7. Derogation published.

  8. Draft final undertakings and notice of proposal to accept final undertakings published.

  9. Derogation published.

  10. Final report published.

  11. Summary of final report published.

  12. Response to the provisional findings published.

  13. Ecolab's summary response to the remedies notice published.

  14. Summaries of third party views published.

  15. Provisional findings report published.

  16. Published: Notice of possible remedies, Notice of provisional findings and Summary of provisional findings.

  17. Published: Response to issues statement, initial submission and an additional derogation.

  18. Directions to monitoring trustee and issues statement published.

  19. Phase 1 full text decision and phase 2 administrative timetable published.

  20. Decision to refer and terms of reference published.

  21. Phase 1 decision announced.

  22. Commencement of initial period notice published.

  23. Invitation to comment issued.

  24. First published.

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