The Belgian Competition Authority (BCA) has initiated (22 January) an ex-ante investigation into potential anti-competitive effects stemming from Dossche Mills’ proposed acquisition of Ceres’ artisan bakery segment. The move, announced on January 17, 2025, aims to assess whether the transaction could significantly impede effective competition in Belgium’s flour market.
While the deal does not meet the statutory thresholds for mandatory notification under Belgian merger control rules, the BCA has acted upon concerns that Dossche Mills and Ceres are the largest suppliers of flour to artisan bakeries in the country.
Background of the Investigation
The BCA Prosecutor General identified serious indications that the merger could harm competition. As a result, ex-officio proceedings have been launched under Article IV.39, 2° of the Code of Economic Law (CEL) to examine potential violations of Article 101 of the Treaty on the Functioning of the European Union (TFEU) and Article IV.1 CEL.
The decision to intervene is guided by the Towercast judgment (C-449/21) from the European Court of Justice and mirrors practices of other EU competition authorities.
Past Concerns and Historical Context
This is not the first time the BCA has scrutinized a proposed deal involving Dossche Mills and Ceres. A 2019 attempt by Dossche Mills to acquire Ceres in its entirety, including industrial segments, was abandoned after the BCA raised concerns about its impact on competition. Additionally, in 2013, the Competition Council found that Dossche Mills, Ceres, and other market players engaged in anti-competitive horizontal agreements and shared sensitive commercial information. Since then, Dossche Mills has acquired several of those players.
Next Steps in the Proceedings
The BCA’s investigation will occur before the proposed transaction’s completion, scheduled for February 13, 2025. The proceedings will allow all involved parties to present their views, and the investigation’s opening does not prejudge its outcome.
The case has been registered under reference CONC-RPR-25/0005.
