Tobii AB / Smartbox Assistive Technology Limited and Sensory Software International Ltd merger inquiry

The CMA is investigating the completed acquisition by Tobii AB of Smartbox Assistive Technology Limited and Sensory Software International Ltd.

From:
Competition and Markets Authority
Published
3 October 2018
Last updated
14 October 2020 — See all updates
Case type:
Mergers
Case state:
Closed
Market sector:
Electronics
Outcome:
Mergers - phase 2 prohibition
Opened:
3 October 2018
Closed:
14 October 2020

Phase 2

Administrative timetable

Date of referral: 8.2.19 Statutory deadline: 19.9.19

Contact

general.enquiries@cma.gov.uk

Personal data

The CMA may collect, use and share personal data for its investigations, including merger investigations under the Enterprise Act 2002. This includes processing personal data for the purposes of the General Data Protection Regulation and the Data Protection Act 2018.

For more information about how the CMA handles personal information, please see the CMA’s Personal Information Charter.

Case closure summary

9 October 2020: On 6 October 2020, Tobii completed its sale of Smartbox to CareTech Holdings Plc, a purchaser approved by the CMA. This brings the merger investigation to a close.

Update on the Competition Appeal Tribunal’s (CAT) judgment

10 January 2020: The CMA is pleased that the CAT today upheld its finding that the merger between Tobii and Smartbox would harm competition.

Although the CAT found in favour of Tobii on one part of its case, it has been left open in the judgment what impact this has on the rest of the CMA’s decision.

In the CMA’s view, the CAT’s judgment does not affect the core finding that Tobii must sell Smartbox to an approved purchaser.

The CAT has requested that CMA and Tobii now agree the form of the final order that the Tribunal should issue.

Find out more on the CAT’s website.

Remedy group appointed

19 December 2019: The CMA appointed the following panel group members to the Tobii/Smartbox remedy group.

Kip Meek (Chair), Susan Hankey, Ulrike Hotopp and Keith Richards.

Directions under the Final Order

Final order

19 December 2019: At the time of making this notice, the Competition Appeal Tribunal’s judgment setting out its conclusion on the review under s.120 of the Enterprise Act 2002 remains pending. The CMA has a statutory duty to accept final undertakings or make a final order by the extended deadline of 19 December 2019, with no scope for a further extension. The CMA is, therefore, now making this Order and will take such further action as appropriate to reflect the CAT’s judgment once it is handed down.

Amendments/consents granted:

Notice of extension of statutory period to make an Order

6 November 2019: The Inquiry Group has decided to extend by six weeks under section 41A(2) of the Act the period for the discharge of its duty under section 41(2) of the Act, as it considers that there are special reasons why the duty cannot be discharged within the period specified in section 41A(1) of the Act. The revised period will therefore end on 19 December 2019. However, the Inquiry Group aims to discharge its duty as soon as possible and in advance of this date.

Notice of proposal to make an Order

2 October 2019: The CMA gives notice of intention to make an Order and is inviting comments by 5pm on Friday 1 November 2019.

Final report

Notice of extension of inquiry period

The Inquiry Group has decided to extend the reference period by 8 weeks under section 39(3) of the Enterprise Act 2002. The Inquiry Group aims to complete the inquiry as soon as possible and in advance of this date.

Responses to provisional findings and possible remedies

Provisional Findings

30 May 2019: The CMA has provisionally found competition concerns as part of its in-depth investigation of the completed acquisition by Tobii of Smartbox.

Response to the issues statement

Submission on Tobii AB’s response to the phase 1 decision

Other submissions

Response to the phase 1 decision

Directions

28 February 2019: Pursuant to an unwinding order dated 28 February 2019, the CMA directed Tobii AB to amend the terms of the mandate governing the appointment of a monitoring trustee.

Unwinding order

28 February 2019: The CMA served an unwinding order under section 81(2A) of the Enterprise Act 2002 on Tobii AB, Smartbox Assistive Technology Limited and Sensory Software International Limited in relation to the completed acquisition by Tobii AB of Smartbox Assistive Technology Limited and Sensory Software International Ltd.

Issues statement

26 February 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.

Directions to appoint a monitoring trustee

18 February 2019: Pursuant to an interim order dated 18 February 2019, the CMA directed Tobii AB to appoint a monitoring trustee.

Interim Order

18 February 2019: The CMA served an interim order under section 81 of the Enterprise Act 2002 on Tobii AB, Smartbox Assistive Technology Limited and Sensory Software International Limited in relation to the completed acquisition by Tobii AB of Smartbox Assistive Technology Limited and Sensory Software International Ltd.

Amendments/consents granted:

Inquiry group appointed

8 February 2019: The CMA has appointed the inquiry group:

Kip Meek (Chair), Susan Hankey, Ulrike Hotopp and Keith Richards.

Terms of reference

8 February 2019: The CMA has referred the completed acquisition by Tobii AB of Smartbox Assistive Technology Limited and Sensory Software International Ltd. for an in-depth investigation.

Phase 1

Statutory timetable

Phase 1 Date Action
25 January 2019 Decision announced
27 November 2018 to 11 December 2018 Invitation to comment
27 November 2018 Launch of merger inquiry
28 September 2018 Initial enforcement order

Reference decision

8 February 2019: The CMA has referred the completed acquisition by Tobii AB of Smartbox Assistive Technology Limited and Sensory Software International Ltd. for an in-depth investigation:

Reference unless undertakings accepted

25 January 2019: The CMA has decided, on the information currently available to it, that it is or may be the case that the following 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.

Directions to appoint a monitoring trustee

19 December 2018: On 14 December 2018, pursuant to an initial enforcement order dated 28 September 2018, the CMA directed Tobii AB to appoint a monitoring trustee.

Invitation to comment: closes on 11 December 2018

27 November 2018: 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.

Launch of merger inquiry

27 November 2018: The CMA announced the launch of its merger inquiry by notice to the parties.

Initial enforcement order

On 28 September 2018, the CMA served an initial enforcement order under section 72(2) of the Enterprise Act 2002 on Tobii AB in relation to the completed acquisition by Tobii AB of Smartbox Assistive Technology Limited and Sensory Software International Ltd.

Amendments/consents granted:

Published 3 October 2018
Last updated 14 October 2020 + show all updates

  1. Derogations and Directions under the Final Order published.

  2. Case closure summary published.

  3. Derogation published

  4. Derogation published.

  5. Update on the Competition Appeal Tribunal's judgment.

  6. Remedy group appointed.

  7. Enforcement order, Notice of making the order, and Explanatory note published.

  8. Derogation published.

  9. Notice of extension of statutory period to make an Order published.

  10. Variation of derogation published.

  11. Notice of proposal to make an Order and the draft Order have been published.

  12. Derogation to interim order published.

  13. Derogation to interim order published.

  14. Full text decision published.

  15. Summary of final report published.

  16. Published: Revised Administrative timetable and Notice of extension of inquiry period.

  17. Further responses to provisional findings and possible remedies published.

  18. Responses to provisional findings and notice of possible remedies published.

  19. Published: summary of provisional findings, notice of provisional findings and notice of possible remedies.

  20. Responses to issues statement and other submissions published.

  21. Response to phase 1 decision published.

  22. Unwinding order and directions to amend the terms of the mandate governing the appointment of a monitoring trustee published.

  23. Issues statement published.

  24. Interim order and directions to appoint a monitoring trustee published.

  25. Notice of commencement published and invitation to comment opened.

  26. Derogation published.

  27. Derogation published.

  28. First published.

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