J Sainsbury PLC / Asda Group Ltd merger inquiry

The CMA is investigating the anticipated merger between J Sainsbury Plc and Asda Group Ltd.

From:
Competition and Markets Authority
Published
18 May 2018
Last updated
9 July 2019 — See all updates
Case type:
Mergers
Case state:
Closed
Market sector:
Retail and wholesale
Outcome:
Mergers - phase 2 prohibition
Opened:
18 May 2018
Closed:
9 July 2019

Phase 2

Administrative timetable

Date of referral: 19 September 2018

Statutory deadline: 30 April 2019

Final order

9 July 2019: The CMA gives notice of the making of ‘The Sainsbury’s and Asda Merger Inquiry Order 2019’. On the making of this Order the reference is finally determined.

Notice of intention to make an order

23 May 2019: The CMA gives notice of the intention to make an order.

Final report

Responses to provisional findings and possible remedies

Provisional findings

20 February 2019: The CMA has provisionally found extensive competition concerns as part of its in-depth investigation of the proposed merger between Sainsbury’s and Asda.

Notice of extension of statutory period

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

Hearing summaries

Responses to the issues statement

Initial submissions

Issues statement

16 October 2018: 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.

Inquiry group appointed

19 September 2018: The CMA appointed the inquiry group on 19 September 2018.

Stuart McIntosh (Group Chair), Richard Feasey, Roland Green, John Thanassoulis, Claire Whyley

Terms of reference

19 September 2018: The CMA has referred the anticipated merger between J Sainsbury PLC and Asda Group Ltd for an in-depth phase 2 investigation.

Phase 1

Date Action
27 September 2018 Phase 1 decision published
19 September 2018 Phase 1 decision announced
23 August to 31 August 2018 Invitation to comment
23 August 2018 Launch of merger inquiry
18 May 2018 - 4 June 2018 Preliminary invitation to comment
May 2018 Start of pre-notification period.

Reference decision

19 September 2018: The CMA has referred the anticipated merger between J Sainsbury Plc and Asda Group Ltd for an in-depth phase 2 investigation under its fast track procedure at the request of the merging parties. A copy of the decision is available below:

Launch of merger inquiry

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

Invitation to comment: now closed

23 August 2018: The CMA has today issued a second invitation to comment, giving all interested parties a further opportunity to submit views about the impact that the proposed merger could have on competition in the UK and about whether there are any objections to the use of the fast-track procedure in this case. The CMA will take into account all views already submitted as part of its preliminary invitation to comment launched on May 2018 and it is not necessary to re-submit any comments made previously.

Responses to the preliminary invitation to comment

Preliminary invitation to comment: now closed

18 May 2018: The CMA has today issued a preliminary ‘invitation to comment’, which is an early opportunity for interested third parties to submit any initial views about the impact that the proposed merger could have on competition in the UK.

Publishing correspondence during this inquiry

The CMA takes very seriously the confidentiality of the information it receives during its merger investigations. In certain circumstances, the CMA may be required by law to disclose some of that information (for example, in order to publish the reasons for its decisions). Where this is the case, the CMA will carefully consider:

  • the need to exclude from disclosure information whose disclosure might significantly harm the legitimate business interests of the company (or the interests of the individual) to whom the information relates
  • the extent to which it is necessary to disclose that information

During its Phase 1 investigation, the CMA will typically only publish interim orders, decisions, and certain information on the case team and timetable. The CMA will not typically publish individual submissions (from merging parties or third parties) or meeting/call notes.

Further information about the CMA’s practice in Phase 1 investigations is provided in paragraph 7.22 of the CMA’s guidance on jurisdiction and procedure. The CMA expects to take the same approach to information received during pre-notification.

During its Phase 2 investigation, the CMA will typically publish a larger body of third party evidence, including responses made by parties to the Phase 2 issues statement and, if appropriate, summaries of other submissions made by third parties, such as through calls or meetings. Before publishing such material, the CMA will first seek to contact the company or individual concerned to confirm what information it considers to be commercially sensitive and should therefore be excluded from publication.

While the final decision on disclosure lies with the CMA, it will consider these representations seriously in light of its legal obligations. If the CMA accepts that certain information should be treated confidentially, it may be possible to avoid disclosure of commercially sensitive information by, for example, anonymising or aggregating that information, rather than excluding it completely.

Further information in relation to the CMA’s practice in Phase 2 investigations is provided in paragraphs 11.25 to 11.32 of the CMA’s guidance on jurisdiction and procedure.

To the extent that a submission (or the substance of a submission) made to the CMA is later made public, the CMA will not generally consider that submission to be confidential. In keeping with its aims to be open and transparent about its work, in this case the CMA intends to publish submissions made to it in connection with the investigation that have been made public (either in full or in substance), as well as any CMA responses to those submissions. Links to these submissions are provided below.

CMA disclosures

Published 18 May 2018
Last updated 9 July 2019 + show all updates

  1. We have published our notice of the final Order, the Order explanatory note and the Order.

  2. The CMA gives notice of its intention to make an order which will prohibit the merger between Sainsbury’s and Asda and is inviting comments on the draft.

  3. The final report and appendices have been published.

  4. Final report summary published.

  5. The expected publication date of the final report has been added.

  6. Responses to the provisional findings and responses to the notice of possible remedies published.

  7. The full text of our provisional findings has been published.

  8. The summary of provisional findings, notice of provisional findings and notice of possible remedies have been published.

  9. The administrative timetable has been updated and a notice of extension of statutory period has been published.

  10. Updated administrative timetable published.

  11. Hearing summaries published.

  12. Hearing summaries published.

  13. Hearing summaries and response to issues statement published.

  14. Additional responses to the issues statement by Sainsbury's / Asda, 'Supplier B' and NFU.

  15. Responses to the issues statement published.

  16. Issues statement and initial submission published.

  17. Full text of the phase 1 decision and updated staff disclosure published.

  18. Reference decision announced. Terms of reference published. Administrative timetable and inquiry group added. Letter from and response to MP published. Staff disclosure published.

  19. Commencement notice and invitation to comment published.

  20. Disclosure of interest published.

  21. Summary of responses to the preliminary invitation to comment published.

  22. Letters published.

  23. Information about publishing correspondence during this inquiry added, correspondence with Secretary of State for Business, Energy and Industrial Strategy published, correspondence with BEIS and EFRA Committees published.

  24. First published.

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