VTech / LeapFrog merger inquiry

The CMA investigated the completed acquisition by VTech Holdings Limited of LeapFrog Enterprises Inc.

• From: Competition and Markets Authority
• Published: 28 April 2016
• Last updated: 12 January 2017 — See all updates

• Case type: Mergers
• Case state: Closed
• Market sector: Retail and wholesale
• Outcome: Mergers - phase 2 clearance
• Opened: 28 April 2016
• Closed: 12 January 2017

Phase 2

Administrative timetable

Date of referral: 30.8.16

Statutory deadline: 13.2.17

Full administrative timetable

Contact

[email protected]

Final report

• Final report (PDF 1.5 MB) (12.1.17)
• Appendices and glossary (PDF, 1.4 MB) (12.1.17)
• Press release: CMA clears VTech/LeapFrog merger (12.1.17)

Provisional findings

9 December 2016: The CMA has provisionally cleared VTech’s acquisition of LeapFrog.

• Provisional findings report (9.12.16)
• Appendices and glossary (9.12.16)
• Summary of provisional findings (9.12.16)
• Notice of provisional findings (9.12.16)
• Press release: CMA provisionally clears merger of toy companies (9.12.16)

Analysis

Customer research survey: CMA-commissioned research

• VTech and LeapFrog consumer research report by DJS (PDF, 2.6 MB) (9.12.16)

Evidence

The publication of the evidence of any party on the CMA’s webpages does not indicate in any way endorsement by the CMA of the views expressed in the evidence or acceptance of that evidence. Publication in this way is designed to assist public understanding of the issues.

Hearing summaries

• Morgan Stanley (25.11.16)
• Artsana (25.11.16)
• Amazon competitor (3.11.16)
• Amazon retailer (3.11.16)
• Argos (3.11.16)
• Bank of America (3.11.16)
• KD Group (3.11.16)
• Mattel (3.11.16)
• Shop Direct (3.11.16)
• Smyths (3.11.16)
• Tesco (3.11.16)
• TOMY (3.11.16)
• Toys R Us (3.11.16)

Initial submission

• VTech/Leapfrog (3.11.16)

Directions to appoint monitoring trustee

20 September 2016: On 19 September, the CMA directed VTech Holdings Limited, pursuant to the interim order dated 8 September, to appoint a monitoring trustee.

• Directions for monitoring trustee (20.9.16)

Issues statement

16 September 2016: The issues statement sets out the scope of the inquiry. It outlines initial theories on what might be adversely affecting competition, but it does not set out findings or conclusions.

• Issues statement (16.9.16)

Interim order

9 September 2016: On 8 September 2016, the CMA made an interim order under section 81(2) of the Enterprise Act 2002 on VTech Holdings Limited, in relation to the acquisition by VTech Holdings Limited of LeapFrog Enterprises, Inc.. The initial enforcement order of 12 May 2016 will cease to be in force on the date of making this order by virtue of section 72(6) of the Act.

• Interim order (9.9.16)

Amendments/consents granted:

• Derogation 28 October 2016 (1.11.2016)
• Derogation 28 September 2016 (3.10.16)

Inquiry group appointed

The CMA appointed the inquiry group on 30 August 2016.

Philip Marsden (Inquiry Chair), Lesley Ainsworth, Graham Sharp and Jon Stern.

Terms of reference

30 August 2016: The CMA has referred the completed acquisition by VTech Holdings Limited of LeapFrog Enterprises Inc.

• Terms of reference (30.8.16)

Phase 1

Phase 1 date	Action
18 August 2016	Decision announced
24 June to 8 July 2016	Invitation to comment
24 June 2016	Launch of merger inquiry
12 May 2016	Initial enforcement order
27 April 2016	Initial enforcement order

Reference decision

• Reference decision (31.8.16)
• News story: Merger of toy suppliers referred for in-depth investigation (30.8.16)

Reference unless undertakings accepted

• Press release: Merger of toy suppliers could face in-depth investigation (18.8.16)
• Full text decision (16.9.16)

Launch of merger inquiry

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

• Commencement of initial period notice (24.6.16)

Initial enforcement order

12 May 2016: The CMA served an initial enforcement order under section 72(2) of the Enterprise Act 2002 on VTech Holdings Limited in relation to the completed acquisition by VTech Holdings Limited of LeapFrog Enterprises Inc.

Initial enforcement order

27 April 2016: The CMA served an initial enforcement order under section 72(2) of the Enterprise Act 2002 on VTech Electronics Europe plc and Vtech Holdings Ltd in relation to the completed acquisition by VTech Holdings Limited of LeapFrog Enterprises Inc.

• Initial enforcement order (17.5.16)
• Initial enforcement order (28.4.16)

Amendments/consents granted

• Derogation 23 June 2016 (24.6.16)

Published 28 April 2016
Last updated 12 January 2017 + show all updates

1. 12 January 2017

   Final report published.

2. 9 December 2016

   Full provisional findings report published.

3. 9 December 2016

   Summary of provisional findings published.

4. 25 November 2016

   Hearing summaries published.

5. 3 November 2016

   Hearing summaries and initial submission published.

6. 1 November 2016

   Derogation published.

7. 3 October 2016

   Derogation published.

8. 20 September 2016

   Directions for monitoring trustee published.

9. 16 September 2016

   Full text decision, issues statement and timetable published.

10. 9 September 2016

    Interim order published.

11. 1 September 2016

    Inquiry appointments added.

12. 31 August 2016

    Reference decision published.

13. 30 August 2016

    Reference decision announced and terms of reference published.

14. 18 August 2016

    Decision announced: reference unless undertakings accepted.

15. 29 June 2016

    Timetable updated.

16. 24 June 2016

    Launch of merger inquiry and derogation published.

17. 28 April 2016

    First published.