Veolia / Suez merger inquiry

The CMA is investigating the completed acquisition by Veolia Environnement S.A. of a minority shareholding in Suez S.A. and the anticipated public takeover bid by Veolia Environnement S.A. for the remaining share capital of Suez S.A.

From:
Competition and Markets Authority
Published
5 February 2021
Last updated
22 February 2023 — See all updates
Case type:
Mergers
Case state:
Closed
Market sector:
Distribution and service industries
Opened:
5 February 2021
Closed:
22 February 2023

Veolia completes CMA’s divestiture remedies

22 February 2023: Veolia has now completed all of the divestitures required under the CMA’s final report to purchasers approved by the CMA. This brings the merger investigation to a close.

Phase 2

Administrative timetable

Referral date: 21 December 2021

Statutory deadline: 11 September 2022

Contact

veolia.suez@cma.gov.uk

Remedy Group appointed

4 November 2022: The CMA has appointed the Remedy Group.

Stuart McIntosh (Chair), Susan Hankey, Frances McLeman, David Thomas.

Final undertakings

3 November 2022: The CMA has accepted final undertakings to remedy the substantial lessening of competition identified in the final report.

Notice of proposal to accept final undertakings

13 October 2022: The CMA gives notice of the proposal to accept final undertakings and is inviting comments by 5pm on 26 October 2022.

Final report

25 August 2022: The CMA has published its final report.

Notice of extension of statutory period

Responses to provisional findings and possible remedies

Provisional findings

19 May 2022: The CMA has provisionally found competition concerns as part of its in-depth investigation of the merger between Veolia Environnement S.A. and Suez S.A.

Responses to the issues statement

Initial submissions

Issues statement

28 January 2022: The issues statement sets out the scope of the inquiry. 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

14 January 2022: On 10 January 2022, pursuant to an initial enforcement order dated 20 December 2021, the CMA directed Veolia and Suez to appoint a monitoring trustee.

28 January 2022: On 18 January 2022, the CMA varied the directions to appoint a monitoring trustee issued on 10 January 2022 by removing Suez as an addressee.

Notice of extension of inquiry period

Inquiry group appointed

21 December 2021: The CMA has appointed the inquiry group.

Stuart McIntosh (Chair), Susan Hankey, Frances McLeman, David Thomas.

Terms of reference

21 December 2021: The CMA has referred the completed acquisition by Veolia Environnement S.A. of a minority shareholding in Suez S.A. and the anticipated public takeover bid by Veolia Environnement S.A. for the remaining share capital of Suez S.A. for an in-depth investigation.

Phase 1

Statutory timetable

Phase 1 Date Action
7 December 2021 Decision announced
12 October to 26 October 2021 Invitation to comment
12 October 2021 Launch of merger inquiry
1 February 2021 Initial enforcement order

Reference decision

21 December 2021: The CMA has referred the completed acquisition by Veolia Environnement S.A. of a minority shareholding in Suez S.A. and the anticipated public takeover bid by Veolia Environnement S.A. for the remaining share capital of Suez S.A. for an in-depth investigation, on the basis that, on the information currently available to it, 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.

Reference unless undertakings accepted

7 December 2021: The CMA has decided, on the information currently available to it, that it is or may be the case that this merger 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

12 October 2021: the CMA announced the launch of its merger inquiry by notice to the parties.

Invitation to comment: closed

12 October 2021: 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.

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

Initial enforcement order

11 August 2022: The CMA varied the IEO served on 20 December 2021 under section 72(2) of the Enterprise Act 2002 in relation to the acquisition by Veolia Environnement S.A. of Suez S.A.

20 December 2021: The CMA revoked the previous IEO served on 1 February 2021 and the CMA served a new initial enforcement order under section 72(2) of the Enterprise Act 2002 in relation to the completed acquisition by Veolia Environnement S.A. of a minority shareholding in Suez S.A. and the anticipated public takeover bid by Veolia Environnement S.A. for the remaining share capital of Suez S.A.

1 February 2021: The CMA served an initial enforcement order under section 72(2) of the Enterprise Act 2002 in relation to the completed acquisition by Veolia Environnement S.A. of a minority shareholding in Suez S.A.

Amendments/consents granted (to 20 December 2021 IEO):

Amendments/consents granted (to 5 February 2021 IEO):

Published 5 February 2021
Last updated 22 February 2023 + show all updates

  1. Case closure and closure summary added to the page.

  2. Derogation published

  3. Remedy Group appointed

  4. Final undertakings, notice of acceptance and derogation published.

  5. Notice of proposal and draft final undertakings published.

  6. Derogations published.

  7. Appendices and glossary of final report published.

  8. Derogations published.

  9. Full text of final report published

  10. Final report announcement and summary document published.

  11. Derogations published.

  12. Variation order and derogation published.

  13. Derogations published.

  14. Derogations published.

  15. Veolia’s Response to provisional findings published.

  16. Derogations published.

  17. Notice of extension and update to administrative timetable published.

  18. Response to provisional findings and derogation letters published.

  19. Responses to provisional findings and possible remedies and derogation letter published.

  20. Derogations published.

  21. Provisional findings repot with appendices and glossary published.

  22. Summary of provisional findings, notice of provisional findings and notice of possible remedies published.

  23. Derogations letters published.

  24. Derogations published.

  25. Derogation letters published.

  26. Responses to issues statement and a derogation published.

  27. Derogations published.

  28. Notice of cancellations, admin timetable update and derogation published.

  29. Termination of extension published.

  30. Issues statement, variation order, variation of directions and derogations published.

  31. Notice of extension under Section 39(4) (Suez) published.

  32. Full text of the decision published.

  33. Directions to appoint a monitoring trustee, initial enforcement order, IEO Revocation Order, admin timetable and derogations published.

  34. Notice of extension of inquiry period published.

  35. Notice of extension published.

  36. Inquiry group appointed.

  37. Decision to refer merger to a Phase 2 investigation, with terms of reference published.

  38. Derogations published.

  39. Derogations published.

  40. Announcement to refer unless undertakings accepted and summary of the decision published.

  41. Derogation published.

  42. Derogation published.

  43. Derogations published.

  44. Commencement notice published.

  45. Derogations published.

  46. Derogation published.

  47. Derogation published.

  48. Derogation published.

  49. Derogations published.

  50. Derogations published.

  51. Derogation published.

  52. Derogation published.

  53. Derogations published

  54. Derogation published.

  55. Derogations published.

  56. Derogation published.

  57. Derogation published.

  58. Derogation published.

  59. Derogation published.

  60. Revocation order published.

  61. Derogations published.

  62. Derogation published.

  63. First published.

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