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Proposed Acquisition by AI PAVE Dutchco I B.V. of GfK SE
22 February 2023
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Reference: | CCCS 400-140-2022-006 |
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Notifying Parties: | AI PAVE Dutchco I B.V. and GfK SE |
Notifying Date: | 31 October 2022 |
Summary of transaction: | (i) the names of the merger parties;
(collectively, the "Parties"). (ii) a description of the transaction; The notification relates to the acquisition of sole control by Advent Topco, over GfK (the “Proposed Transaction”). The Proposed Transaction will result in the combination of the businesses of GfK and NielsenIQ (“NIQ”), which is wholly owned by Advent Topco. (iii) a description of the business activities of the merger parties worldwide and in Singapore; Advent Topco / NIQ Advent Topco is an investment company. In the market research sector, Advent Topco’s sole investment is NIQ. NIQ provides market research services, primarily to clients in the fast-moving consumer goods (“FMCG”) sector, consisting of retail transactional measurement data, consumer behaviour information and analytics. NIQ provides the following: (i) customised market research (“CMR”) services; (ii) retail measurement services (“RMS”); (iii) consumer panel services (“CPS”); and (iv) advanced retail analytics services for the FMCG sector. In Singapore, NIQ is active in the following business activities: (i) CMR services; (ii) RMS for the FMCG market; and (iii) CPS. GfK GfK provides market research and media measurement services, primarily to clients in the non-FMCG sector. It engages in the provision of: (i) CMR services; (ii) RMS; (iii) CPS; (iv) media consumption measurement services; and (v) predominantly syndicated media and market research. In Singapore, GfK is active in the following business activities: (i) CMR services; (ii) RMS for the non-FMCG market; and (iii) media consumption measurement services. (iv) a description of the overlapping goods or services, including brand names; The Parties submitted that NIQ and GfK only overlap in the supply of CMR services in Singapore. While CCCS notes that each of the Parties provide RMS in Singapore, the Parties submitted that NIQ provides RMS for the FMCG sector while GfK provides RMS for the non-FMCG sector. The Parties further submitted that RMS for FMCG and non-FMCG products are two distinct product markets and hence they do not overlap in the provision of RMS services. (v) a description of substitute goods or services; The Parties submitted that the substitutes to the CMR services supplied by NIQ and GfK are the CMR services offered by other competing providers. (vi) The applicant's views on: a. definition of the relevant market(s); The Parties submitted that the relevant market for the purpose of CCCS’s review is the market for the supply of CMR services in Singapore (the “Relevant Market”). b. the way in which competition functions in this market; The Parties submitted that the market for CMR services is a highly fragmented and competitive one, where customers can choose from a wide range of alternative solutions to satisfy demand depending on their requirements. The Parties further submitted that the key input for CMR services (i.e., survey data) can be obtained from third-party vendors who operate on a non-exclusive basis. Any company wishing to conduct a survey can rely on such third parties, and many large consulting and analytics firms compete with the market research services firms in the CMR market on this basis. Third-party fieldwork providers can also compete to provide CMR services using their own access panels. According to the Parties, customers also have access to online survey platforms which enable them to carry out their own customised market research in-house, rather than using a third-party CMR provider. c. barriers to entry and countervailing buyer power The Parties submitted that there are no material barriers to entry or expansion in the Relevant Market in view of the following:
The Parties further submitted that customers are able to carry out their own customised market research in-house rather than using a third-party CMR provider, through the use of online survey platforms. d. the competitive effects of the merger (non-coordinated, coordinated and/or vertical effects, as relevant). Non-coordinated effects The Parties submitted that the Proposed Transaction will not give rise to non-coordinated effects for the following reasons:
The Parties submitted that the Proposed Transaction will not give rise to coordinated effects for the following reasons:
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Decision: | Following its assessment, CCCS has concluded that the Proposed Transaction, if carried into effect, will not infringe the section 54 prohibition of the Competition Act 2004. |
Decision Date: | 22 February 2023 Read the Media Release. Read the Grounds of Decision. |