Italian Authority Clears Conad Adriatico Deal With Conditions After Retail Market Concerns

Rome, February 9, 2026 — The Italian authority has cleared Conad Adriatico’s acquisition of Risto Cash & Carry, Eurocisette, and Cisette Più Sette, subject to a package of divestments and contractual terminations aimed at addressing concerns in several local grocery retail markets.

The transaction involves Conad Adriatico’s acquisition of full control over Risto and its subsidiaries, bringing a total of 11 supermarkets in the provinces of Bari and Brindisi under Conad’s control. The Italian authority opened an in-depth review in October 2025 after finding that the deal could significantly reduce consumer choice in a number of local catchment areas defined by 15-minute driving isochrones.

According to the authority’s assessment, the combined entity would have reached market shares exceeding 40% and, in some areas, more than 60%, alongside sharp increases in market concentration. The investigation found that Conad Adriatico and the target stores were close competitors, with consumer surveys showing high diversion ratios and incentives to raise prices following the merger.

Competition Concerns

The authority concluded that, absent corrective measures, the transaction would have significantly impeded effective competition in at least five local markets, mainly due to the removal of a key competitive constraint and increased pricing incentives. These concerns persisted even when taking into account the entry of a new competing supermarket in mid-2025.

Cleared With Conditions

To secure approval, Conad Adriatico offered a set of remedies that the authority deemed sufficient to restore competitive conditions. These include the divestment of two supermarkets located in the most problematic areas, alongside the termination of certain supply and affiliation agreements with other stores. The divested assets must be transferred to independent operators with the financial and operational capacity to compete effectively.

The authority will oversee the implementation of the commitments through a monitoring trustee and a divestiture trustee, ensuring the assets remain viable and competitive until transferred. Failure to comply would render the clearance void and expose the transaction to enforcement action.

With these measures in place, the Italian authority concluded that the operation could proceed without significantly harming consumers and formally cleared the deal with conditions under national merger control rules.

Source: https://www.agcm.it/dotcmsdoc/bollettini/2026/6-26.pdf

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