Hain Frozen Foods / Orchard House Foods merger inquiry

The CMA investigated the completed acquisition by Hain Frozen Foods UK Limited of Orchard House Foods Limited.

• From: Competition and Markets Authority
• Published: 21 January 2016
• Last updated: 29 September 2016 — See all updates

• Case type: Mergers
• Case state: Closed
• Market sector: Food manufacturing
• Outcome: Mergers - phase 1 clearance with undertakings in lieu
• Opened: 21 January 2016
• Closed: 29 September 2016

Statutory timetable

Phase 1 date	Action
22 September 2016	Undertakings in lieu accepted
20 September 2016	Invitation to comment
21 July 2016	Extension of consideration of undertakings in lieu (UILs)
8 June 2016	Decision published
17 May 2016	Decision announced
17 March 2016 to 4 April 2016	Invitation to comment
17 March 2016	Launch of merger inquiry
21 January 2016	Initial enforcement order

Phase 1

Undertakings in lieu of reference accepted

22 September 2016: The CMA has accepted undertakings in lieu of reference for the acquisition by Hain Frozen Foods UK Limited of Orchard House Foods Limited. The undertakings and the decision are available below.

• UIL acceptance decision (29.9.16)
• Hain final undertakings (22.9.16)
• News story: CMA accepts fruit juice merger remedies (22.9.16)

Invitation to comment

20 September 2016: The CMA invites comments on Multiple Marketing Limited’s shareholding in Fruitapeel (Juice) Limited and views on its possible impact on the effectiveness of the proposed undertakings (and Multiple Marketing Limited as purchaser), from any interested party. The deadline for responses is 21 September 2016 at 5pm.

• Hain / Orchard ITC (20.9.16)

Undertaking in lieu of reference consultation: Now closed

18 August 2016: We are consulting on proposed undertakings in lieu of a reference for Hain’s completed acquisition of Orchard.

• Notice of consultation (18.8.16)
• Proposed undertakings (18.8.16)
• News story: CMA consults on fruit juice merger undertakings (18.8.16)

Extension of considerations of undertakings in lieu

21 July 2016: The CMA has extended the consideration of UILs until 22 September 2016.

• Notice of extension (21.7.16)

CMA to consider undertakings offered

1 June 2016: The CMA considers that there are reasonable grounds for believing that the undertakings offered by Hain Frozen Foods UK Limited, or a modified version of them, might be accepted by the CMA under the Enterprise Act 2002. A copy of the notice is available below.

• Notice to consider undertakings offered (14.6.16)
• News story: CMA considers undertakings in fruit juice merger (1.6.15)

Reference unless undertakings accepted

17 May 2016: The CMA has decided, on the information currently available to it, that it is or may be the case that this merger may be expected to result in a substantial lessening of competition within a market or markets in the United Kingdom. This merger will be referred for a phase 2 investigation unless the parties offer acceptable undertakings to address these competition concerns. The full text of the decision is available below.

• Full text decision (8.6.16)
• Press release: Juice merger must offer undertakings to avoid in-depth inquiry (17.5.16)

Invitation to comment: Now closed

17 March 2016: The CMA is considering whether it is or may be the case that this transaction has resulted in the creation of a relevant merger situation under the merger provisions of the Enterprise Act 2002 and, if so, whether the creation of that situation has resulted, or may be expected to result, in a substantial lessening of competition within any market or markets in the United Kingdom for goods or services.

Launch of merger inquiry

17 March 2016: The CMA announced the launch of its merger inquiry by notice to the parties.

• Commencement of initial period notice (17.3.16)

Initial enforcement order

21 January 2016: The CMA served an initial enforcement order under section 72(2) of the Enterprise Act 2002 on The Hain Celestial Group, Inc. (HCG) and Hain Frozen Foods UK Limited (HFF) in relation to the completed acquisition by HFF of Orchard House Foods Limited (OHF).

• Initial enforcement order (21.1.16)

Amendments/consents granted

• Derogation 20 June 2016 (20.6.16)

Contact

Please send written representations about any competition or public interest to:

Karina Kucaidze
Competition and Markets Authority
Victoria House
Southampton Row
London
WC1B 4AD

[email protected]

Published 21 January 2016
Last updated 29 September 2016 + show all updates

1. 29 September 2016

   Undertakings in lieu acceptance decision published.

2. 22 September 2016

   Undertakings in lieu of reference accepted.

3. 20 September 2016

   Invitation to comment issued.

4. 18 August 2016

   Undertakings in lieu of reference consultation launched and notice published.

5. 21 July 2016

   Notice of extension published.

6. 20 June 2016

   Derogation published.

7. 14 June 2016

   Notice to consider undertakings offered published.

8. 8 June 2016

   Full text of the decision published.

9. 1 June 2016

   CMA to consider undertakings announcement added.

10. 17 May 2016

    Decision announced: reference unless undertakings accepted.

11. 17 March 2016

    Launch of merger inquiry and invitation to comment issued.

12. 21 January 2016

    First published.