Decision Nº M/03/045 from Competition and Consumer Protection Commission, 2004-01-23

CourtCompetition and Consumer Protection Commission (Ire)
PartiesNorthern Foods Ireland,Maiden Acquisition Company Ltd
Decision Date23 January 2004
Decision NumberM/03/045
StatusCleared (Phase 1)
Date23 January 2004
Determination of the Competition Authority
Determination No. M/03/045 of the Competition Authority, dated 23rd of January
Notification No. M/03/045 – Acquisition by Barry’s Tea and Bank of Scotland
(Ireland) Limited of Northern Foods (Ireland) Limited
Introduction
1. On 24th of December 2003 the Competition Authority, in accordance with
Section 18 (1) of the Competition Act, 2002 (“the Act”) was notified, on a
mandatory basis, of a proposal whereby Maiden Acquisition Company Limited
(“Maiden”), jointly owned by Barry’s Tea and Bank of Scotland (Ireland)
Limited (“BOSI”) and incorporated for the purposes of this transaction, would
acquire Northern Foods (Ireland) Limited (“NFIL”).
The Parties
2. Maiden, a company incorporated in Ireland, has been set up by Barry’s Tea and
BOSI to acquire the shares of NFIL. Anglo Irish Bank Corporation Plc will
provide debt finance for the proposed transaction.
3. Barry’s Tea is a wholly owned subsidiary of Barry’s (Cork) Limited. The Barry
family owns Barry’s Tea. Barry’s Tea is active in the blending, packaging and
wholesaling of tea in Ireland. Barry’s Tea supplies tea for sale mainly in the retail
sector.
4. BOSI is active in the financial sector. BOSI is involved in commercial lending,
working capital, business current accounts, commercial asset finance, motor
finance, property finance, and treasury and investments. ICC Venture Capital, a
wholly owned subsidiary of BOSI, is the unit that is entering into the investment
in Maiden. BOSI is not active in any of the sectors in which Barry’s Tea and
NFIL are active.
5. Northern Foods Plc, a company listed in the UK, owns NFIL. NFIL is active in
the manufacture, processing and distribution of food and beverages for resale by
the retail sector in Ireland and also supplies certain beverages to the
hotel/restaurant sector. NFIL carry out these business activities through the
following companies:
(a) Batchelors Limited which is active in canned, peas, canned beans, biscuits, 1
litre/500 ml juice, ready-to-drink juice, canned corn, Mexican ethnic food and
coffee. NFIL submitted that it has distribution arrangements with Lavazza and
Douwe Egberts to supply their brands of coffee. Both brands are supplied to
hotels, bars and restaurants. It sells some quantity of the Lavazza brand to the
retail sector and estimates that its market share of the retail coffee market is
approximately [ ]. It also supplies a minimal amount of the Douwe Egberts tea
label, an activity valued at [ ], to hotels, bars and restaurants. NFIL does not
supply this tea label to the retail sector.
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