Independent Vetcare Limited (IVC) / multiple independent veterinary businesses merger inquiries

The CMA is investigating 8 completed acquisitions by Independent Vetcare Limited (IVC) of independent veterinary businesses.

From:
Competition and Markets Authority
Published
23 November 2022
Last updated
31 August 2023 — See all updates
Case type:
Mergers
Case state:
Closed
Market sector:
Distribution and service industries
Opened:
23 November 2022

Phase 1

The acquisitions being investigated

The CMA has decided to investigate the following completed acquisitions by IVC:

  • Penrose Veterinary Group Limited
  • Kevin Castle (Pet Care) Ltd
  • Swayne & Partners Ltd
  • Treforest Veterinary Clinic Limited
  • Mercer & Hughes Limited
  • Swaffham Veterinary Centre Ltd
  • Anglesey Pet Clinic Ltd
  • Chiltern Equine Clinic

Statutory timetable

Phase 1 Action
30 June 2023 Undertakings in lieu of reference accepted
31 May 2023 to 14 June 2023 Consultation on proposed undertakings in lieu of reference in relation to the Treforest acquisition
26 May 2023 to 12 June 2023 Consultation on proposed undertakings in lieu of reference
3 March 2023 CMA to consider undertakings offered
17 February 2023 Decision announced
20 December 2022 Launch of merger inquiries
7 December 2022 to 21 December 2022 Invitation to comment
18 November 2022 Directions to appoint a monitoring trustee
17 November 2022 Re-issue of initial enforcement orders
17 November 2022 Revocation of initial enforcement orders
31 October 2022 Initial enforcement orders

Undertakings in lieu of reference accepted

30 June 2023: The CMA has accepted undertakings in lieu of reference to Phase 2 investigation offered by Independent Vetcare Limited (IVC) in relation to the completed acquisitions by IVC of (i) Penrose Veterinary Group Limited, (ii) Kevin Castle (Pet Care) Ltd, (iii) Swayne & Partners Ltd, (iv) Treforest Veterinary Clinic Limited, (v) Mercer & Hughes Limited, (vi) Swaffham Veterinary Centre Ltd, (vii) Anglesey Pet Clinic Ltd, and (viii) Chiltern Equine Clinic.

Undertakings in lieu of reference consultation: now closed

31 May 2023: The CMA is now consulting on proposed undertakings in lieu of a reference to a Phase 2 investigation offered by Independent Vetcare Limited (IVC) in relation to the completed acquisition by IVC of Treforest Veterinary Clinic Limited.

26 May 2023: The CMA is consulting on proposed undertakings in lieu of a reference to a Phase 2 investigation offered by Independent Vetcare Limited (‘IVC’) in relation to the completed acquisitions by IVC of (i) Penrose Veterinary Group Limited, (ii) Kevin Castle (Pet Care) Ltd, (iii) Swayne & Partners Ltd, (iv) Mercer & Hughes Limited, (v) Swaffham Veterinary Centre Ltd, (vi) Anglesey Pet Clinic Ltd, and (vii) Chiltern Equine Clinic. The undertakings proposed in relation to Treforest Veterinary Clinic Limited are not being consulted on at this stage.

Extension of consideration of undertakings in lieu

28 April 2023: The CMA has extended the consideration of undertakings in lieu of reference until Friday 30 June 2023.

CMA to consider undertakings offered

3 March 2023: IVC offered undertakings to the CMA which involve divesting each of the businesses listed above (Penrose Veterinary Group Limited, Kevin Castle (Pet Care) Ltd, Swayne & Partners Ltd, Treforest Veterinary Clinic Limited, Mercer & Hughes Limited, Swaffham Veterinary Centre Ltd, Anglesey Pet Clinic Ltd, and Chiltern Equine Clinic). The CMA considers that there are reasonable grounds for believing that the undertakings offered by IVC in relation to each of the transactions under investigation, or a modified version of them, might be accepted by the CMA under the Enterprise Act 2002.

Reference unless undertakings accepted

17 February 2023: The CMA has decided, on the information currently available to it, that it is or may be the case that each of the mergers listed above has resulted or may be expected to result in a substantial lessening of competition within a market or markets in the United Kingdom. Each of the mergers will be referred for a phase 2 investigation unless IVC offers acceptable undertakings to address these competition concerns.

Launch of merger inquiries

20 December 2022: The CMA announced the launch of its merger inquiries by notice to IVC.

Invitation to comment: closed

7 December 2022: the CMA is considering whether it is or may be the case that any or all of the transactions listed above have resulted in the creation of relevant merger situations under the merger provisions of the Enterprise Act 2002 and, if so, whether the creation of any of those situations 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 any or all of the transactions from any interested party, in advance of the CMA’s formal investigation starting.

These comments should be provided by the deadline set out above (specifying which of the transaction(s) they refer to).

Directions to appoint a monitoring trustee

18 November 2022: Pursuant to the initial enforcement orders dated 17 November 2022, the CMA directed Independent Vetcare Limited (IVC); IVC Acquisition Pikco Ltd; IVC Acquisition Topco Limited; Islay New Group Holding S.A. to appoint a monitoring trustee.

Re-issue of initial enforcement orders

17 November 2022: The CMA has served initial enforcement orders under section 72(2) of the Enterprise Act 2002 on Independent Vetcare Limited (IVC); IVC Acquisition Pikco Ltd; IVC Acquisition Topco Limited; Islay New Group Holding S.A.; Société Des Produits Nestlé S.A.; EQT Fund Management S.à r.l. and Berkshire Partners LLC, in relation to the completed acquisitions by IVC of Penrose Veterinary Group Limited; Kevin Castle (Pet Care) Ltd; Swayne & Partners Topco Limited (including Swayne & Partners Ltd); Treforest Vets (Holdings) Limited (including Treforest Veterinary Clinic Limited); Mercer & Hughes Limited; Swaffham Veterinary Centre Ltd; Anglesey Pet Clinic Ltd and Chiltern Equine Clinic (including Chiltern Veterinary Services Ltd & Chiltern Bury Farm Ltd). The initial enforcement orders all commenced on 17 November 2022.

Revocation order

17 November 2022: The CMA has made a Revocation Order under section 72(4) of the Enterprise Act 2002 in relation to each of the completed acquisitions listed above. The Revocation Order revokes the initial enforcement orders that the CMA imposed on 31 October 2022 and is without prejudice to the CMA’s ongoing investigations into the acquisitions.

Initial enforcement orders

31 October 2022: The CMA has served initial enforcement orders under section 72(2) of the Enterprise Act 2002 on Independent Vetcare Limited; IVC Acquisition Pikco Ltd; IVC Acquisition Topco Limited; Islay New Group Holding S.A.; Société Des Produits Nestlé S.A.; Browne Holding S.à r.l.; EQT AB and [redacted], in relation to the completed acquisitions by IVC of Penrose Veterinary Group Limited; Kevin Castle (Pet Care) Ltd; Swayne & Partners Topco Limited (including Swayne & Partners Ltd); Treforest Vets (Holdings) Limited (including Treforest Veterinary Clinic Limited); Mercer & Hughes Limited; Swaffham Veterinary Centre Ltd; Anglesey Pet Clinic Ltd and Chiltern Equine Clinic (including Chiltern Veterinary Services Ltd & Chiltern Bury Farm Ltd). The initial enforcement orders all commenced on 31 October 2022.

Amendments / consents granted

Contact

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

Published 23 November 2022
Last updated 31 August 2023 + show all updates

  1. Derogations published.

  2. Full text decision and derogation letters published

  3. Final undertakings published.

  4. Consultation on proposed undertakings in lieu of reference and notice of consultation published.

  5. Consultations on proposed undertakings in lieu of reference published.

  6. Notice of Extension of consideration of undertakings in lieu published.

  7. Full text decision has been publish.

  8. Derogations published

  9. Full text decision published.

  10. CMA to consider undertaking offered update added to the page.

  11. Summary of phase 1 decision published

  12. Launch of merger inquiries, commencement notice and updated timetable published.

  13. Invitation to comment published.

  14. Derogation published.

  15. First published.

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