Commission européenne, DG COMP MERGER REGISTRY, 1049 Bruxelles, BELGIQUE  
Europese Commissie, DG COMP MERGER REGISTRY, 1049 Brussel,   BELGIË  
 
Tel: +32 229 -91111. Fax: +32 229 -64301. E -mail: COMP -MERGER -REGISTRY@ec.europa.eu . 
 EUROPEAN COMMISSION  
 
 
 
 
 
Brussels, 13.02.2019  
C(2019 ) 1388 final  
 
 
 
To the notifying parties:  
Subject : Case M.8941 - EQT / Widex / JV  
Commission decision pursuant to Article 6(1)(b) of Council 
Regulation No  139/20041 and Article 57 of the Agreement on the 
European Economic Area2 
Dear Sir or Madam,  
(1) On 9 January 2019 , the European Commission received notification of a 
proposed concentration pursuant to Article 4 of Council  Regulation  (EC) No 
139/2004  (the “Merger Regulation ”). This notification concerns the creation of 
a full function joint venture  between the followin g undertakings: Sivantos Pte. 
Ltd. ( “Sivantos ”, Singapore), controlled by Equity  VI Limited and EQT  Fund 
Management S.à r.l. (together referred to as “ EQT ”); and Widex A/S ( “Widex ”, 
Denmark), controlled by T&W Medical A/S (formerly Widex Holding) (“T&W 
Med ical”, Denmark ). T&W Medical and EQT acquire, within the meaning of 
Article 3(1)(b) and 3(4) of the Merger Regulation, joint control over a newly 
created entity (the “ JV” or the “ Merged Entity ”), combining the activities of 
Widex and Sivantos (the “ Transaction ”). The concentration is accomplished by 
way of purchase of shares in a newly created company constituting a joint 
                                                 
1  OJ L 24, 29.1.2004, p. 1 (the 'Merger Regulation'). With effect from 1 December 2009,  the Treaty 
on the Functioning of the European Union ('TFEU') has introduced certain changes, such as the 
replacement of 'Commu nity' by 'Union' and 'common market' by 'internal market'. The 
terminology of the TFEU will be used throughout this decision.  
2  OJ L 1, 3.1.1994, p. 3 (the 'EEA Agreement').  In the published version of this decision, some 
information has been omitted pursuant to Article 
17(2) of Council Regulation (EC) No 139/2004  
concerning non -disclosure of business secrets and 
other confidential information. The omissions are 
shown thus […]. Where possible the information 
omitted has been replaced by ranges of figures or a 
general description.  PUBLIC VERSION  
 
2 venture.3 (EQT  and T&W Medical  are designated hereinafter as the “Notifying  
Parties ” or “Parties ”). 
1. THE PARTIES  
(2) EQT is a private e quity company controlling numerous  investment funds. The 
EQT funds’ portfolio companies are active in a variety of industries , including 
the healthcare, T elecommunications, Media & Technology  services , consumer 
and industrial technology  sectors  amongst oth ers.  
(3) Sivantos is a private ly held  company controlled by EQT, with headquarters in 
Singapore, which manufactures hearing aids and complementary accessories  and 
develops fitting software, smartphone apps and diagnostics workflow solutions . 
Sivantos  manufact ures and assembles hearing aids both in Europe (in Germany 
and Poland), as well as at various sites around the world. Sivantos offers hearing 
aids under the brands  Siemens, Signia, Audio Service, Rexton , and A&M. In 
addition, Sivantos is active in Germany,  France and the Netherlands  through its 
online affiliate audibene  which refers potential customers to partner 
audiologists.  
(4) Widex  is a private ly held  company controlled by T&W Medical, with 
headquarters in Denmark. Widex manufactures and assembles hearing aids and 
complementary accessories, fitting software and smartphone apps.  T&W 
Medical is ultimately jointly controlled by descendants of the two founders of 
Widex, Christian Tøpholm and Erik Westermann.4 In Europe, Widex has 
manufacturing activities in Est onia (subassembly), Poland (refurbishment and 
repair) and Denmark (chip production, moulding, final assembly and 
programming), and subassembling activities at various sites around the world. 
Widex offers hearing aids under the brands  Widex and Coselgi.  
2. THE OPERATION  
(5) On 15 May 2018, the Notifying Parties signed transaction documents including 
the “ Combination A greement ” and the “ Shareholders’ Agreement ” in which 
they agreed the implementation conditions, and respectively the management 
conditions for the JV.   
(6) Pursuant to the transaction documents, EQT and T&W Medical will contribute 
the businesses of Sivantos and Widex to the JV, which will be jointly controlled 
by the Notifying Parties following several operations, whereby EQT will 
ultimately own 53% of the JV’s shares and T&W Medical will own the 
remain ing 47%. Post -Transaction, the JV will be the parent company of both 
Sivantos and Widex.  
                                                 
3  Publication in OJ C 20, 16.1.2019, p. 10.  
4  No member of the Topholm or Weste rmann families holds controlling shares in companies active 
in the hearing aid industry, outside of T&W Medical, Audiofon (Poland) and Din Hørespecialist 
(Denmark) which are discussed in the relevant country sections.  
 
3 3. THE CONCENTRATION  
(7) The Transaction  constitutes a concentration within the meaning of  Articles 
3(1)(b) and 3(4) of the Mer ger Regulation.  
3.1. Joint control  
(8) EQT and T&W Medical will jointly own the JV, EQT owning 53% (through 
three acquisition vehicles) and T&W Medical owning 47% of the shares issued 
by the JV.  
(9) Pursuant to the Shareholders’ Agreement, EQT and T&W Medical will hav e 
equal voting rights in the JV and equal rights to appoint the board of directors in 
charge of the JV management. Specifically, EQT and T&W Medical will each 
have the right to separately appoint four (out of eight)  members of the board of 
directors.5 The board of director decides on matters that are of material 
importance to the JV.  
(10) Pursuant to the transaction documents, the voting procedures grant (negative) 
control to both T&W Medical and EQT. Decisions of the board of directors are 
taken by simple major ity.6 The quorum rules applicable to board of directors’ 
decision s imply the presence (or representation) of at least one director 
appointed by T&W Medical and one director appointed by EQT.7 Furthermore, 
neither EQT nor T&W Medical have a casting vote in case of deadlock.  
(11) In addition, a number of strategic matters8 require the approval of each Party. At 
board level, strategic matters require the consenting vote of at least one director 
nominated by T& W Medical and one director nominated by EQT. Similarly, at 
general meetings of the JV shareholders, decisions on strategic matters require 
the consenting vote of both T&W Medical and one of the EQT shareholders. As 
a result, both Parties have veto rights r elated to such strategic matters, which 
include the JV’s budget, business plan, and the appointment of senior 
management.9  
(12) Consequently , the JV will be jointly controlled by the Notifying P arties.  
3.2. Full functionality  
(13) The JV will combine the existing custom er-facing businesses of Sivantos and 
Widex. The JV will in particular take on the existing manufacturing, wholesale 
and retail distribution operations of Sivantos and Widex, funding itself from 
such activities. The JV will have an autonomous presence on th e market, 
benefitting from Sivanto and Widex’s management teams, resources, financing, 
personnel and tangible and intangible assets. As parent company of Sivantos and 
                                                 
5   Shareholders’ Agreement, clause 12 .1.1.  
6   Shareholders’ Agreement, clause 12.3.  
7   Shareholders’ Agreement, clause 12.2.3.  
8   Strategic matters ("Reserved Matters” in clause 13.1.1 of the Shareholders’ Agreement) include 
inter alia (i) material amendments of the business plan, (ii) approval of budget, (iii) appointment 
or removal of members of the top management and (iv) any acquisition either requiring additional 
equity funding or having a value in excess of EUR 100 million.  
9  Shareholders’ Agreement, clause 13.1.1.  
 
4 Widex, the JV will be in control of these resources. The JV is incorporated for 
an indefi nite period and intended to operate on a long -lasting basis. The 
Transaction  will therefore lead to the creation of a full function joint venture.  
4. EU DIMENSION  
(14) The undertakings concerned have a combined aggregate world -wide turnover of 
more than EUR 5 000 million10 (EQT: EUR […] million; T&W Medical: EUR 
[…] million).  Each of them has a n EU-wide turnover in excess of EUR 250 
million  (EQT: EUR […] million; T&W Medical: EUR […] million) , but they do 
not achieve more than two -thirds of their aggregate EU-wide t urnover within 
one and the same Member State.  
(15) The Transaction  therefore has an EU dimension  pursuant to Article 1(2) of the 
Merger Regulation . 
5. RELEVANT MARKETS  
(16) Both Parties are primarily active in the manufacture and wholesale distribution 
of hearing aids globally.  
(17) The Parties are also active  in the distribution of audiology diagnostic equipment, 
including audiometers, otoscopes, and tympanometers. The Parties do not 
manufacture audiology diagnostic equipment and act as mere resellers. Their 
activities as distributors of audiology diagnostic equipment do  not give rise to 
any horizontally or vertically affected market  in the EEA and will therefore not 
be further assessed  in the present decision .11  
5.1. Introduction – General characteristics of hearing aids  
(18) Hearing aids are medical devices designed  to improve a patient’s ability to hear  
by amplifying acoustic  signals. The severity of a hearing loss is specific to every 
patient and hearing aids are prescribed for addressing the complete range of 
hearing loss, from mild to profound.12  
(19) Although  there is no minimum threshold of hearing loss required for an 
individual to start using hearing aids , practitioners typically  do not prescribe 
hearing aids  unless the deficit exceeds  30dB .13 In certain EEA  countries , the 
hearing threshold  is a benchmark for determining the entitlement to 
reimbursement by social security systems of the costs of a hearing aid  (for e.g. 
in Belgium, only patients with a hearing loss of at  least 40dB are eligible for  
                                                 
10  Turnover c alculated in accordance with Article 5 of the Merger Regulation.  
11   While both Parties distributed diagnosis equipment in Poland and the Netherlands at one point 
over the last three years, their activities are marginal, and the Parties’ combined market share does 
not reach the 20% threshold in any plausible market. Further more, […], which will further 
decrease the relevance of this activity.  
12   A typical classification for the degree of hearing loss is provided by the World Health 
Organization as follows: mild hearing loss (deficit of 26 -40dB), moderate hearing loss (41 -60dB), 
severe hearing loss (61 -80dB) and profound hearing loss (above 81dB).  
13  A decibel  (“dB”) is a unit of measurement that indicates the loudness of a sound. A human ear 
typically distinguishes acoustic signals between 0 and 140dB.  

 
6 (25) RIC hearing aids are an intermediate solution between BTE and ITE hearing 
aids. Unlike in traditional BTE hearing aid s, the loudspeaker of a RIC model sits 
inside the ear canal , meaning that fewer components need to fit inside the 
hearing aid  shell that is placed behind the ear .  
(26) The manufacturing of hearing aids is based on well -established technologies. 
The production of most components  can easily be out sourced to third -party 
suppliers. In general, the manufacturing steps differ slightly according to the 
form factor of the hearing aid, although the majority of electric components 
contained within the different form factors are identical. Thus, for example, RIC  
hearing aid s (see Figure 2 ) have  the following components: (1) microphones 
(pick up the sound from the environment),  (2) mini -chip (processes the acoustic 
signal according to the individual hearing needs) (3) receiver (delivers the 
sound), (4) battery (powers the hearing aid), and (5) program switch / volume 
control.  
Figure 2 – Overview of  components included in a RIC  hearing aid  
 
(27) By contrast, BTE hearing aid s integrate all five components inside the shell 
which  is placed behind the ear and transmits the sound via a sound tube into the 
ear. While the shell of ITE hearing aid s are  custom -made in order to fit a 
patient’s ear, the basic components (including the chip, microphones  and some 
of the electronics) are the same as for BTE and RIC device s.  
(28) Hearing aids have significantly evolved over the last couple of decades, with 
one of the main changes being the move from analogue to digital signal 
processing. Nowadays, nearly all hearing aids sold on the market are digital. 
Since this disruptive technological change took place, subsequent improvements 
have been incremental, focusing in particular on miniaturisation, the 
introduction of additional features (e.g. connectivity with smartphones, 
Bluetooth connectivity, directional hearing), improvements to sound quality and 
the introduction of rechargeable battery solutions.   
(29) Irrespective of recent innovations, t he basic princi ple behind  every hearing aid 
remain s the same. A microphone picks up the sound  signal , a processor converts 
and treats it , and the receiver plays it back into the ear. A hearing aid can then be 
outfitted with additional software for extra features (e.g.  connectivity, machine 
learning , rechargeability, etc.). Ultimately, t he final price of a hearing aid is 
primarily  linked to its technology level . 

 
7 (30) Hearing aids must be distinguished from (i) cochlear implants and bone 
conducting systems, that are surgically implanted to treat hearing impairment, 
(ii) personal sound amplification products (“ PSAPs ”), which are wearable 
electronic devices designed to amplify sounds for non -hearing impaired users  
(amplification of  sounds up to  30dB ) and are sold over -the-counter,  and (iii) 
assistive listening devices (“ ALDs ”), which are devices u sed to bring  distant 
sound  signal s directly into the wearer’s ear and to eliminat e background noise . 
Neither of the Parties manufacture cochlear implants, bone conducting systems, 
PSAP or ALD devices.  
(31) The typical route to obtaining a hearing aid (although, this is not the case in 
every EEA country) involves the patient making an appointment with an ear, 
nose and throat specialist doctor (“ ENT ”), who diagnoses their hearing loss and 
prescrib es a hearing aid. The patient then goes to an audiologist to be fitted with 
a hearing aid device. Audiologists can work either in independent private 
practices (or as part of a larger chain) or at public clinics and hospitals.  
(32) Depending on the EEA country,  manufacturers of hearing aids sell their 
products (either directly or via third -party distributors) to public health services , 
private retailers or a combination of the two ( market for the manufacture and 
wholesale distribution  of hearing aids , see sectio n 5.2.1 ). In turn, public health 
authorities and private retailers dispense hearing aids to patients ( market for the 
retail distribution of hearing aids , see section 5.2.2 ). In some EEA countries, 
certain hearing aid manufacturers are vertically integrated  and also sell hearing 
aids directly to patients in their retail stores.  
(33) On the private part of the wholesale  distribution , competition between hearing 
aid manufacturers focuses  on winning business from audiologists such as 
independent retail stores  or lar ge chains. There are significant variations 
between EEA countries in terms of the downstream retail structure of the 
hearing aid market, with large multinational chains (and/or optical chains that 
have expanded into audiology) having a much more significan t presence in 
some EEA countries  than others.  
(34) On the public part of the wholesale distribution such as  in Denmark, Finland, 
Ireland, Latvia, Malta , Norway, Sweden, or the United Kingdom, competition 
between hearing aid manufacturers typically arises durin g tenders  for specific  
product  categories , although the precise procurement system largely depends on 
the national public  authorities. Such tenders typically  specify  a set of technical 
criteria that hearing aid products  must meet . Generally,  pricing plays a more 
significant role in public tenders than on the private wholesale market.17  
(35) The price of hearing aids significantly  varies between EEA countries, both at the 
wholesale and retail level s. The price charged generally depends on t he product 
itself, its technical  features , bilateral negotiations  with retailers , tender 
procedures, as well as other market characteristics in each EEA country  (e.g. 
reimbursement and income level s, presence and size of retail players, etc.). Even 
if most EEA countries o ffer some form of financial support to patients for the 
purchase of hearing aids, the generosity and structure of these reimbursement 
                                                 
17  Non-confidential replies to questionnaire Q1 to competitors, question 17.3.  
 
8 systems considerably vary between EEA countries. In some countries, the public 
health system is involved directly (e.g. by  sourcing hearing aids through public 
tenders and distributing them to patients), whilst in others there are private 
and/or public health insurance providers that offer fixed levels of 
reimbursement, with the patient usually paying some part of the retail price.  
5.2. Product market definition  
(36) Manufacturers of hearing aids operate along the hearing aid distribution chain at 
two levels. At the upstream  level, hearing aid manufacturers offer their products 
at wholesale level to private retailers and public procurem ent authorities. At the 
downstream  level, manufacturers vertically integrated into retail  (along third -
party retailers) supply hearing aids and related services directly to end users, i.e. 
patients suffering from hearing loss. In examining the Transaction,  it is 
appropriate to maintain that distinction . 
5.2.1.  Upstream: Manufacture and wholesale distribution of hearing aids  
(37) Manufacturers of hearing aids generally sell their products (at the wholesale 
level ), either directly or via third -party distributors , to (i) public authorities 
and/or (ii) private retailers.   
5.2.1.1.  Precedents  
(38) The Commission has not in the past  assessed the market for the manufacture and 
wholesale distribution of hearing aids.  
(39) Several national competition authorities examined concentrations in the he aring 
aids industry in the EEA and consistently identified a single market for the 
manufacture and wholesale distribution of all types of hearing aids. In particular, 
in its 2015 decision relating to the acquisition by William Demant of the retailer 
Audika , the French competition authority identified a market for the 
manufacture and wholesale commercialisation of hearing aids.18 In its 2007 
decision relating to the planned merger between Phonak (Sonova) and GN, the 
German competition authority also identifie d a single product market for the 
manufacture of hearing aids and their sale to hearing aid retailers , finding in 
particular that there should be no separate markets depending on the form 
factors, technology (analogue or digital), or price of hearing aids.19 Similarly, in 
its 2016 decision relating to the acquisition by Sonova of the retailer Audionova, 
the Dutch competition authority identified a market for the manufacture and 
(wholesale) supply of hearing aids.20 
                                                 
18  French competition authority Decision da ted 18 September 2015 in Case 15 -DCC -115, recitals 19 
to 22. The French competition authority considered in particular that this market was distinct from 
the manufacture and wholesale of (i) other audiology equipment, including PSAPs, (ii) auditive 
implant s, (iii) diagnostic equipment, and (iv) preventive equipment.  
19  German competition authority Decision dated 11 April 2007 in Case B3 578/06, Section 3.2.  
20  Dutch competition authority Decision dated 7 September 2016 in Case 16.0721.22 / Sonova - 
AudioNov a, recitals 19 to 21.  
 
9 5.2.1.2.  The Parties’ view  
(40) The Parties submit that  the overall market for the manufacture and wholesale 
distribution of hearing aids is the relevant one to assess the Transaction, without 
the need for further segmentation. In particular, the Parties exclude the existence 
of separate relevant product markets  with respect to the following 
differentiations:  (i) depending on the form factor and/or performance level of 
hearing aids , (ii) based on the distribution  channel , (iii) based on hearing aids’ 
prices, (iv) between manufacturer -branded products and private l abel hearing 
aids, (v) between hearing aids for adults and children, or (vi) between hearing 
aids and their accessories and services . 
5.2.1.3.  The Commission’s assessment  
(41) Despite providing clear indications that the hearing aid market is highly 
differentiated, t he market investigation generally supported the Parties’ view  of 
a single  overall  product  market encompassing all types of hearing aids as well as  
related accessories and services. The market investigation also indicated that 
further segmentations of the hearing aid market is not necessary for the purpose 
of the present  case.  
No distinction depending on the form factor, performance level or price of hearing aids   
(42) Multiple parameters determine a patient ’s requirements when procuring hearing 
aids. Such parameters  include  mainly the severity  of the hearing loss,  as well as  
the shape of the patient’s ear canal, the patient’s dexterity, or the presence of 
wax in  the ear canal. There are significant overlap s across hearing aids of 
different form factors to meet each patient’s specific requirements. Most 
fundamental features of modern hearing aids  (software, algorithm, sound 
processing, amplification etc.)  are generally available across all form factors, as 
these are included in the digital chip that is used by manufacturers across all 
hearing aid models of a specific generation/platform . In particular, BTE and RIC 
hearing aids f orm part of a continuum in terms of performance, with no clear 
distinction in terms of suitable use for patients.  Only a small  number of patients 
cannot use a specific form factor. Most notably , ITE  hearing aid s are not 
suitable for patients with profound hearing losse s,21 patients with small or 
irregularly shaped ear canals, or with excessiv e amounts of ear wax.   
(43) In addition, p atient s’ awareness about hearing aids, including about form 
factors, models, prices or brands, is typically very limited, in particular for non -
returning patients, which represent the majority of sales.22 Patients may have 
some preference between various form factors, designs, or features, in particular 
for the most discrete models. However, they typically follow the 
recommendations of ENTs and/or audiologists, which prescribe the most 
adapted hearing aids t o the patient’s requirements . Retailers and ENTs , as 
trusted professionals, usually act as gatekeepers of the hearing aids market. 23 
                                                 
21 There is no consensus as to the definition of profound hearing loss. While the WHO considers as 
profound a hearing loss above 81dB, the Parties use a threshold of 95dB  
22  Non-confidential replies to questionnaire Q6 to associations  for the hearing impaired, question 3.  
23  Non-confidential replies to questionnaire Q6 to associations for the hearing impaired, question 7.  
 
10 (44) The market investigation confirms that r etailers  of hearing aids  typically 
purchase and offer all types of hearing aids, re gardless of their form factor , price 
or technical performance.24 They do so in order to offer a full range of hearing 
aid solutions , which comprises products for all levels of hearing loss severity 
and addresses patients’  needs and/or preferences . In partic ular, t he market 
investigation reveals  that the vast majority of customers ( retailers ,25 large retail 
chains,26 and public procurement authorities27) consider it important to dispense 
a full range of form factors and performance  levels of hearing aids , to 
accommodate all possible patients’ requirements and wishes . Offering a full 
range of hearing aids even is a legal requirement in some EEA countries, such as 
Germany.28  
(45) To reflect demand, most hearing aid manufacturers, in  particular  every  major 
player, offer hearing aids of all possible form factors, price and performance  
levels , treating all levels of hearing loss  severity , for both adults and children .29 
No distinction between adults’ and children’  hearing aids    
(46) Hearing aids for childre n are based on the same technology, have the same chip 
and come in the same variety of form factors  as those for adults.  However, like 
all types of hearing aids, solutions for children may integrate specific features 
due to age -specific requirements. For i nstance, hearing aids for children 
typically include a clip and a string to attach  the device  to a child’s clothes , and 
a battery door lock to prevent  children from swallowing the battery. 
Consequently, all hearing aid manufactures offer hearing aids for c hildren. A 
distinction between adult and paediatric hearing aids is thus irrelevant for the 
purposes of assessing the Transaction.  
No separate product market s between manufacturer -branded products and private label 
hearing aids  
(47) The market investigation indicates that branded products and private label 
products, offered by retailers under their own brand, form part of the same 
relevant  product market. Large retailers, which offer private label products 
overall confirm that hearing aids do not differ in terms of characteristics and 
overwhelmingly consider that the negotiation dynamics are similar in both 
cases.30 In addition, on the supply side, most hearing aid manufacturers, 
including all of the primary players offer both branded an d private label hearing 
aids.31 
 
                                                 
24  The market investigation confirms that hearing aid prices reflect technical performance. As such, 
the present se ction assesses the relevance of a possible segmentation by both price and 
performance.  
25  Non-confidential replies to questionnaire Q2 to retailers of hearing aids, questions 10 to 12.  
26  Non-confidential replies to questionnaire Q3 to large retail chains , questions 14 to 17.  
27  Non-confidential replies to questionnaire Q4 to public purchasers of hearing aids, question 4.  
28  Non-confidential replies to questionnaire Q2 to retailers of hearing aids, question 10.  
29  Non-confidential replies to questionnaire Q1 to competitors, questions 10.1 to 10.5.  
30  Non-confidential replies to questionnaire Q3 to large retail chains, questions 37 and 38.  
31  Non-confidential replies to questionnaire Q3 to large retail chains, question 36 and non -
confidential replies to questionnaire Q1 to competitors, question 1.  
 
11  
No separate product market s between hearing aids and their accessories and services  
(48) The market investigation confirms that the wholesale supply of accessories and 
services should form part of the same relevant product marke t as the one for 
hearing aids. The Commission derives from the market investigation that the 
accessories and services are ancillary to the use of a hearing aid  and are 
typically  purchased together with the hearing aid or as replacement sales, and 
thus cons istently  linked to the  original  hearing aid sale . Moreover, according to 
respondents to the market investigation, the competitive dynamics for the supply 
of accessories and services are identical to those for the supply of hearing aids 
which supports the C ommission’s conclusion that the market for the wholesale 
supply of accessories and services is not a separate relevant product market from 
the one for hearing aids .32  
Existence of separate product market s between hearing aids distributed through the 
public system and to retailers on the private segment  
(49) The market investigation indicates that the distinction between public and 
private wholesale distribution channels, in the national markets where it is 
applicable, gives useful insights for the competitive analysis of the 
Transaction.33 Within public schemes, patients acquire their hearing aids from 
hospitals or health services, typically free of charge. Sales of hearing aids to the 
public market typically  involve the organization of a tender by a public 
authority, guaranteeing (usually large) sales volumes to the successful bidder(s) 
over a specific duration , usually reaching or exceeding two years. Specific 
technical requirements are issued by the relevan t public authorit ies, and the 
selection process is typically price -driven. All of these factors impact the 
competitive landscape.34  
(50) The Commission also investigated whether wholesale distribution of hearing 
aids to retailers on the private segment should b e further segmented between the 
supply to (i) manufacturer -owned retail outlets, (ii) large retail chains  (e.g. 
Amplifon, Specsavers , etc.), and (iii) supply to other independent retailers. In 
that respect , the Commission found that all major players in th e manufactur e and 
wholesale distribution of hearing aids, including vertically integrated 
manufacturers supply large chains and/or independent retailers , and compete to 
increase their sales across all distribution channels . Furthermore, the market 
investig ation confirms that manufacturer -owned retail outlets often offer 
products from more than one supplier, even if usually in smaller quantities.35 
Also,  some second -tier hearing aid manufacturers such as Audifon and 
Microson, are owned by retail chains, namel y Kind and GAES respectively, 
                                                 
32  Non-confidential replies to questionnaire Q7 to competitors, question 14.  
33  EEA countries with a public market for hearing aids include Denmark, Estonia, Finland, Ireland, 
Latvia, Malta, Norway, Portugal, Sw eden, and the UK .  
34  Non-confidential replies to questionnaire Q4 to public purchasers of hearing aids, questions 10 
and 19. Non -confidential replies to questionnaire Q1 to competitors, questions 17.1 to 17.3.  
35  As evidenced by the fact that the Parties’  customers include manufacturer -owned retails (e.g. 
Sonova, William Demant, and Starkey) in the following countries: Austria, Belgium, Denmark, 
Germany, France, the Netherlands, Poland, Spain and Sweden. Similarly, shops owned by Widex 
in Denmark, Hungary,  Ireland, and the UK also offer products from competing suppliers.  
 
12 who offer a wide portfolio of hearing aid products from different manufacturers 
besides their own in their retail outlets.   
Conclusion  
(51) On the basis of the evidence before it, and account taken of the lack of 
significant differ entiations between possible categories of hearing aids from 
both the demand and supply sides (i) depending on the form factor and/or 
performance level of hearing aids , (ii) based on hearing aid prices, (iii) for 
manufacturer -branded products and private la bel hearing aids, (iv) depending on 
the patient’s age (i.e. paediatric hearing aids or adult hearing aids), or (v) for 
accessories and services,  the Commission considers that the market for the 
manufacture and wholesale distribution of hearing aids should not be further 
segmented  according to these distinctions .  
(52) However, based on its market investigation the Commission considers that the 
distinction between the markets for the manufacture and wholesale distribution 
of hearing aids to the private  segment  (i.e. to retailers)  and, on the other hand,  
the manufacture and  wholesale distribution of hearing aids to the public  segment 
(i.e. to public procurement bodies ) may be a relevant factor in the competitive 
analysis of the Transaction in  the EEA countries wher e public health 
administrations are directly procuring hearing aids .  
(53) For the purpose of the present decision , the Commission considers  that the 
possible segmentation of the product market for the manufacture and  wholesale 
distribution of  hearing aids between private and public segments can be left 
open as the Transaction does not give rise to competition concerns under any 
such alternative product market definition s. 
5.2.2.  Downstream: Retail distribution of hearing aids  
(54) The market for the retai l distribution of hearing aids is downstream from the 
market for the  production and wholesale distribution of hearing aids.36 Retailers 
of hearing aids, which include independent shops, large chains (specialized in 
audiology or not), as well as manufacturer -owned chains, supply patients with 
hearing aids.  
5.2.2.1.  Precedents  
(55) The Commission has not in the past  assessed the markets for the retail 
distribution of hearing aids .  
(56) National competition authorities of the EEA have assessed several transactions 
related to the retail distribution of hearing aids. In its 2015 decision, the French 
competition authority  identified a single relevant product market for the retail 
distribution of hearing aids  without further segmentations.37 In its  2016 decision , 
                                                 
36  Distribution of hearing aids by hospitals or health services under public schemes thus do not form 
part of the retail segment.  
37  French competition authority Decision in Case 15-DCC -115, recitals 8 to 12. The French 
competition authority considered in particular that this market was distinct from the retail of (i) 
other audiology equipment, including PSAPs, (ii) auditive implants, (iii) diagnostic equipment and 
(iv) preventive equipment.  
 
13 the Dutch competition authority also identified a product  market for the retail 
distribution of hearing aids and accessories without further segmentations .38  
5.2.2.2.  The Parties’ view  
(57) The Parties consider the retail distribution of hearing aids to be the relevant 
product market, without the need for any further segmentation .  
5.2.2.3.  The Commission’s assessment  
(58) The market investigation did not indicate that any further segmentation of the 
product market for the retail distribution of hearing aids is justified .  
(59) In particul ar, a distinction between brick -and-mortar and online stores does not 
appear relevant. Direct online sales of hearing aids are not possible in a number 
of EEA countries due to hearing aids being medical devices, whose distribution 
is strictly regulated. Wh ile online distribution does exist, it mostly takes the 
form of an intermediary to traditional brick -and-mortar businesses.  
(60) Similarly, a distinction between  (i) manufacturer -owned retail outlets, (ii) large 
retail chains, and (iii) supply to other independ ent retailers , does not appear 
relevant . Patients have limited awareness of the hearing aid industry and no 
marked preference in terms of retail channel. Furthermore, as explained above, 
retail outlets , including manufacturer -owned outlets, often  offer pro ducts from 
more than one manufacturer . 
(61) Based on the evidence before it, and account taken of the lack of significant 
differentiations at the level of the retail distribution of hearing aids, the 
Commission considers, for the purposes of the present decisio n, that the market 
for the retail distribution of hearing aids is the relevant product market. In any 
event, for the purpose of the present case, the exact scope of the product market 
definition can be left open with respect to possible further  segmentatio ns of the 
product  market for retail distribution of hearing aids as the Transaction  does not  
give rise to competition concerns under any plausible product market definition.  
5.3. Geographic market definition  
5.3.1.  Upstream: Manufacture  and wholesale distribution of hearing aids  
5.3.1.1.  Precedents  
(62) In previous cases concerning medical devices, the Commission has considered 
the geographic scope of the relevant markets as being national in scope.39 
                                                 
38  Dutch competition authority Decision in Case 16.0721.22 / Sonova - AudioNova, recitals 15 to 
18.  
39  See for example Commission decision of 1 March 2018 in Case No COMP/M.8394 
Essilor/Luxottica; Commission decision of 25 August 2005 in Case N o COMP/M.3687 Johnson & 
Johnson/Guidant; Commission decision of 27 May 2003 in Case No COMP/M.3146 Smith & 
Nephew/Centerpulse; Commission decision of 28 October 1998 in Case No COMP/M.1286 
Johnson & Johnson/DePuy.  
 
14 (63) In its 2015 decision, the French competition author ity left the question  open 
whether the geogra phic dimension of the market was national or supranational 
in scope.40 The German competition authority, in its 2007 decision, considered 
the relevant geographic market to be national in scope due to the signific ance of 
national sales systems and local care, buying patterns of purchasers, the 
diversity of prescription and reimbursement systems across countries, as well as 
price differences.41 The 2016 decision of the Dutch competition authority also 
considered the relevant market to be national in scope.42  
5.3.1.2.  The Parties’ view  
(64) The Parties argue that the relevant geographic market for the manufacture and 
wholesale distribution of hearing aids is national in scope due to the facts that 
reimbursement regimes, procurement processes  and sales organisations of 
hearing aid manufacturers are national in scope. Moreover, the Parties claim that 
wholesale price differences between EEA countries indicate national geographic 
markets for the manufacture and wholesale distribution of hearing aids.  
5.3.1.3.  The Commission’s  assessment  
(65) The market investigation broadly confirmed the Parties ’ arguments . In 
particular, t he Commission found that the market shares of the major players in 
the sector substantially vary from one EEA country to another . Furthermore,  the 
market investigation confirmed that  the overall  market structure is very different 
from one EEA country to another . The Commission also notes that some 
second -tier players, such as Audifon, Microson or BHM are only active in 
certain  EEA countries.  
(66) As in  other medical sectors, the presence of specific reimbursement systems 
across the EEA  has partitioned off the markets at national level. The  differences 
across the  various national  reimbursement schemes across the EEA  contribute to 
the sign ificant wholesale price variations  between EEA countries . 
(67) In addition, customers’ profiles  (public authorities, larger chains , independent 
retailers , and/or  purchasing groups) , as well as purchasing behaviour (tender 
procedures  and/or  bilateral negotiation s) largely differ from one EEA country to 
another .  
(68) On the private part of the  market , while agreements with some key customers, 
especially for large retail chains such as Specsavers, Amplifon, or Neuroth, may 
be negotiated across multiple countries, or ev en at EEA level, most of the 
competition to supply customers takes place at national level. Only a minority of 
large retail chains that responded to the market investigation operate in over two 
countries,43 and nearly all smaller retailers operate only in o ne country.44  
                                                 
40  French competition authority Decision in Case 15-DCC -115, recitals 19 to 22. The French 
competition authority considered in particular that this market was distinct market from the 
manufacture and wholesale of (i) other audiology equipment, including PSAPs, (ii) auditive 
implants, (iii) diagno stic equipment and (iv) preventive equipment.  
41  German competition authority Decision dated 11 April 2007 in Case B3 578/06, Section 4.  
42  Dutch competition authority Decision in Case 16.0721.22 / Sonova - AudioNova, recital 31.  
43  Non-confidential repli es to questionnaire Q3 to large retail chains, question 4.  
 
15 (69) On the public part of the market , where public tenders take place, the design of 
the tender process and the applicable requirements to qualify differ depending 
on the public authority.45 Such tender processes may be particularly complex 
and in  some cases require full time employees with a knowledge of the local 
tender rules.46 
(70) However, f rom a supply -side perspective , a number of  factors indicat e that the 
relevant geographic market could also be wider than national , and potentially 
EEA -wide,  in particular due to (i) low regulatory barriers (CE mark); (ii) 
worldwide production and research  and development, (iii)  low transport costs; 
and (i v) the scope of public tenders not being limited to national ly established  
players .  
(71) In conclusion , for th e purpose of the present case, the Commission considers 
that the question of whether the scope of the market for the manufacture and 
wholesale distribution of hearing aids is national or EEA -wide can be left open , 
as the Transaction does not  give rise to c ompetition concerns under any 
plausible geographic market definition . 
5.3.2.  Downstream: Retail distribution of hearing aids  
5.3.2.1.  Precedents  
(72) In its past decisional practice, the Commission has never before assessed the 
geographic scope of the retail distribution of he aring aids.  
(73) In its 2015 decision, the French competition authority analysed the retail market 
for hearing aids both at national level and within  a radius of a 25-minute  drive 
from each of the relevant point s of sales as possible  alternative  relevant 
geogr aphic market  definitions .47 The 2016 decision of the Dutch competition 
authority le ft the exact geographic definition open, but assessed  the retail market 
for hearing aids based on both national and local scope .48  
5.3.2.2.  The Parties’ view  
(74) The Parties submit  that the relevant geographic market can be considered 
national in scope , even if hearing aid products are identical globally.  
(75) The Parties consider in particular that there is no need to define regional or local 
markets  for the retail distribution of hear ing aids.  
5.3.2.3.  The Commission’s assessment  
(76) The market investigation conducted by the Commission indicates that the 
market for the retail distribution of hearing aids is likely local in scope.  
                                                                                                                                                 
44  Non-confidential replies to questionnaire Q2 to retailers of hearing aids , question 1.2.  
45  Some similarities can exist across specific groups of countries; e.g. between the UK and Ireland.  
46 Parties’ response to the Commission's request for information RFI 16, question 15, paragraphs 65 
and 66 and question 20, paragraph 86.  
47  French competition authority Decision in Case 15 -DCC -115, recitals 13 to 18.  
48  Dutch competition authority Decision i n Case 16.0721.22 / Sonova - AudioNova, recital 31.  
 
16 (77) On the demand side, end users typically travel limited distances to t heir hearing 
aid retailers. An overwhelming majority of associations for the hearing impaired 
who responded to the market investigation indicated that patients travelled for 
around 30 minutes or less (by car or using public transportation) to their 
audiolo gist.49  
(78) Furthermore, on the supply side, a significant number of retailers only operate a 
limited number of stores and, as a result, are only present in a specific 
geographic area.50 Opening another shop in a distinct catchment area may 
involve significant investment and time for these retailers.  
(79) For the purpose of the present case , the Commission concludes that the question 
of whether the geographic market for the retail distribution of hearing aids is 
national or local can be lef t open as the Transaction d oes not  give rise to 
competition concerns under any plausible geographic market definition.  
6. COMPETITIVE ASSESSMEN T 
6.1. Data availability: Market reconstruction  
(80) From the outset, it should be noted that the market share data provided by the 
Parties are not entirely reliable in light of methodological challenges and the 
absence, in many instances, of public information sources. Specifically, 
difficulties in providing an accurate overview of the market are mainly related to 
the presence of local smaller -scale competitors and to the need to allocate sales 
to a specific country in cases where either retailers are active in several countries 
or manufacturers do not sell their products in the national markets themselves 
(i.e. in their own points of sale).  
(81) During th e market investigation, the Commission obtained sales data, both in 
value and in volume ,51 from the Parties' competitors. This exercise (with all its 
limitations) did not enable the Commission to fully reconstruct the market, but 
suggested, together with da ta from the Parties' own internal documents, that the 
Parties may have, in several instances, overestimated  (at times significantly)  
their respective market shares, especially as regards value market shares.  
(82) In fact, the Commission understands that, due to their various degrees of 
downstream integration at retail level, hearing aid manufacturers do not use 
consistent approaches with respect to report ing wholesale prices. Thus, the 
internal transfer prices at w holesale level do not enable the Commission to 
consistently compare wholesale value sales data  between those manufacturers 
that are vertically integrated into downstream retail and those that are not.  As a 
result, the Commission considers that (estimated a nd reconstructed) value 
market shares constitute unreliable indicators of the respective competitors’ 
market power. For the purpose of this case, the Commission therefore relies on 
the Parties’ and their competitors’ market share estimates based on volume data.  
                                                 
49  Non-confidential replies to questionnaire Q6 to associations for the hearing impaired, question 21.  
50  Non-confidential replies to questionnaire Q2 to retailers of hearing aids , question 1.3.  
51  Non-confidential replies to questionnaire Q1 to competitors, question 4.  
 
17 (83) Since the volume sales data gathered during the market investigation contains 
confidential information of third parties, the Decision relies on volume data 
provided by the Parties in the Form CO and their replies to the Commission’s 
requests for info rmation, while providing general  comments about the accuracy 
of the Parties’ best estimates.  
(84) In any event, and irrespective of the exact market shares, the Commission's 
assessment in this case is complemented by qualitative elements collected 
during the m arket investigation which, taken together, reflect the competitive 
features of the markets for hearing aids and the Parties' real position on the 
markets.  
6.2. Horizontal non -coordinated effects  
6.2.1.  Legal framework  
(85) Article  2 of the Merger Regulation requires the Co mmission to examine whether 
notified concentrations are compatible with the internal market, by assessing 
whether they would significantly impede effective competition in the internal 
market or in a substantial part of it.  
(86) The Commission Guidelines on the  assessment of horizontal mergers under the 
Council Regulation on the control of concentrations between undertakings52 (the 
"Horizontal Merger Guidelines ") distinguish between two main ways in which 
mergers between actual or potential competitors on the sam e relevant market 
may significantly impede effective competition, namely non-coordinated  effects 
and coordinated effects.  
(87) Non-coordinated  effects may significantly impede effective competition by 
eliminating the competitive constraint imposed by each merg ing party on the 
other, as a result of which the merged entity  would have increased market power 
without resorting to coordinated behaviour. In this regard, the Horizontal 
Merger Guidelines consider not only the direct loss of competition between the 
mergi ng firms, but also the reduction in competitive pressure on non -merging 
firms in the same market that could be brought about by the merger.53 
According to recital (25) of the preamble of the Merger Regulation, a significant 
impediment to effective competiti on can result from the anticompetitive effects 
of a concentration even if the merged entity  would not have a dominant position 
on the market concerned.  
(88) The Horizontal Merger Guidelines list a number of factors which may influence 
whether or not significan t non-coordinated  effects are likely to result from a 
merger, such as the large market shares of the merging firms, the fact that the 
merging firms are close competitors, the limited possibilities for customers to 
switch suppliers or the fact that the merg er would eliminate an important 
competitive force.54 Not all of such factors need to be present for the 
Commission to exclude that a proposed concentration would not entail  
                                                 
52  OJ C3, 05.2.2004, p. 5.  
53   Horizontal Merger Guidelines, paragraph 24.  
54   Horizontal Merger Guidelines, paragraphs 27 to 38.  
 
18 significant non-coordinated effects. The list of factors, each of which is not 
neces sarily decisive in its own right, is also not exhaustive.  
6.2.2.  Upstream  market for the manufacture and wholesale distribution  of 
hearing aids  
6.2.2.1.  Introduction – Competitive features  
(89) To the effect of examining the Transaction the Commission considers 
appropriate to review the following competitive features of the relevant markets 
identified therewith.   
Market players  
(90) The market for the manufacture and wholesale distribution of hearing  aids is 
characterised by the presence of several competitors of varying size each with 
their own strategy .  
(91) There are six established manufacturers of hearing aids active globally (in order 
of size): Sonova (Switzerland), William Demant (Denmark), Sivanto s 
(Singapore), GN (Denmark), Widex (Denmark) and Starkey (US). Each of these 
manufacturers offers a full range of products, covering the full spectrum of 
technical capabilities and price points. Together, these players represent 
approximately [90-100]% of the global production of hearing aids worldwide.55 
(92) In addition,  several second -tier players are present in one or more EEA 
countries: small manufacturers such as Berl Hörgeräte Manufaktur  (“BHM ”, 
Austria),  Victofon (Hungary), AcoSound  (China), LiSound (Chin a), RION 
(Japan), NewSound (China) or Ear Technic (Turkey) . 
(93) Finally, the market comprises retailers with their own manufacturing capacities, 
such as Kind (Germany) with the Audifon brand and GAES (Spain) with the 
Microson brand. These players typically sel l their hearing aid s through their 
established network  of retail stores .  
(94) As a result, the Commission will take into account the diversity of players active 
on the hearing aid markets in its competitive analysis.   
Role of innovation  
(95) Hearing aids from different manufacturers are generally comparable  in terms of  
technological features. As explained in recital 26, the manufacturing of hearing 
aids is based on well -established technologies  and most components can be 
easily outsourced to th ird-party suppliers. In addition, there is no need to have 
specific intellectual property  rights (“IPR”) in order  to manufacture hearing 
aids.  
(96) It is only amongst top -of-the-range products that some differentiation starts to be 
apparent.  Innovation goes fr om minor refinements to additional features such as 
connectivity (e.g. with smartphones, direct or indirect connectivity, etc.), and 
                                                 
55   Parties’ internal documents.  
 
19 rechargeability. All manufacturers are committed to innovation and devote 
considerable resources to research and developmen t (around […]% of turnover ) 
in order to facilitate product innovation. The strong level of innovation is 
reflected in the relatively short product lifecycle of hearing devices (around 18 -
30 months ). 
(97) Although each manufacturer may claim to have a particular  strength within one 
or more areas of innovation, the market investigation revealed that the newest 
and most sophisticated technolog ies are gradually integrated by all 
manufacturers  in their  product portfolios . Therefore, over time, the advanced 
technologies  generally  become  a commodity  for all manufacturers . It generally 
takes up to 24 months before a new feature/technology is fully integrated into all 
major manufacturers’ portfolio s.56 The consequence of this continuous diffusion  
of innovation is  that today's basic performance level is significantly better 
compared to that of five years ago. Newer hearing aids gradually replace older 
ones, which are phased out as they become obsolete . 
(98) IPR mostly become relevant in the context of premium features , such as 
Sivantos’ Own Voice Processing technology. These patents are in place to 
temporarily protect new innovations, but are by no means essential for a new 
entrant. In fact, these proprietary features vary across the established 
manufacturers, each one g enerally choosing to develop their own IPR rather 
than relying on patents from competitors. In the event that a new entrant chose 
to design a product with premium innovative features they may similarly decide 
to protect their new features with a patent . 
(99) The Parties’ internal documents indicate that, among the six major hearing aid 
manufacturers, the Parties are […]. Post -Transaction, the Merged Entity would 
[…]. Similarly, in terms of average R&D investment per hearing aid specific 
patent, each of the Parti es […].57  
Purchasing patterns  
(100)  Hearing  aids are distributed ( either directly by hearing aid  manufacturers or 
through third -party distributors) through a variety of channels: private retailers 
including independent stores, multinational audiology chains, optical chains as 
well as purchasing  groups , but also public procurement authorities.  
(101)  Purchas ing processes differ significantly between EEA countries , although some 
trends may be observed across EEA countries.  
(102)  First, there is an increasing vertical integration into retail of some of  the main 
hearing aid manufacturers. Most notably, Sonova and William Demant, have 
adopted vertical integration strategies in several EEA countries, which  have 
typically resulted in a loss of business for manufacturers who previously 
supplied those retailers while they were still independent.  For example, when 
AudioNova, one of the largest retail chains across several EEA countries , was 
acquired by Sonova, it essentially stopped procuring hearing aids from  the 
                                                 
56  Non-confidentia l replies to questionnaire Q2 to retailers of hearing aids, question 56 and non -
confidential replies to questionnaire Q3 to large retail chains, question 79.  
57   Parties’ internal documents.  
 
20 Parties and other competing manufacturers . As a consequence, competition for 
the rem ainder of the retail customers  has further intensified. While hearing aid s 
are still mainly sold through independent dispensers, this deve lopment has 
resulted in an increased competition to win this important part of the retail 
market . 
(103)  Second, there is an increasing presence of large independent national and 
international audiological and optical chains (such as Amplifon, Specsavers, 
Neuroth, Fielmann, Optical Center, and Alain Afflelou) on the market.  These 
chains  increase competition at retail level and thus create a price pressure on 
hearing aid manufacturers.  
(104)  Third,  audiologists in most EEA countries tend to pursue a multi -sourcing 
strategy and stock products from at least three different manufacturers.58  
(105)  As patients  typically hav e very little awareness  of the different hearing aid 
brands available  on the market ,59 audiologists are generally  able to switch 
supplier without fear of losing patients. There are no must -have  brands or 
products ,60 and all manufacture rs offer a broadly similar product range cover ing 
the full spectrum of customer needs, with very few exceptions,61 and switching 
can thus easily occur. As a matter of example, i n [EEA country]  and [EEA 
country] , [name of retailer]  stopped carrying Sivantos in favour of […] despite 
Sivantos having […].  
(106)  Furthermore, a retailer who starts carrying hearing aids from a new 
manufacturer will typically require the supply of the manufacturer -specific 
software and adequate training for the retailer’s audiologists. In most Member 
States, the manufacturer will be ar the majority of these costs.62 For the retailer, 
therefore, the main switching cost is the time commitment associated with the 
training of its employees, including training around the new product’s features, 
how they need to be fitted and any correspondi ng software.63 Depending on the 
size of the retailer (e.g., a small independent or a large chain) the required 
training can be completed in as little as one day and possibly some sessions of 
follow -up training.64  
 
                                                 
58  Non-confidential replies to questionnaire Q2 to retailers of h earing aids, question 15 and non -
confidential replies to questionnaire Q3 to large retail chains, question 24.  
59   Non-confidential replies to questionnaire Q2 to retailers of hearing aids, question 45 and non -
confidential replies to questionnaire Q3 to la rge retail chains, question 45.  
60  Non-confidential replies to questionnaire Q2 to retailers of hearing aids, questions 9 and 15 to 17 
and non -confidential replies to questionnaire Q3 to large retail chains, questions 14 and 20 to 22.  
61  Non-confidential r eplies to questionnaire Q2 to retailers of hearing aids, questions 9 and 10 and 
non-confidential replies to questionnaire Q3 to large retail chains, questions 14 and 15.  
62  By default , Sivantos offers continual support to retailers through fitting software , training material 
and content, free of cost. The only extra costs potentially taken on by retailers are their own 
additional on -site trainings which is decided by the sales representative individually. Widex does 
– in principle – not charge for providing  training or Widex -specific software to any retailers in any 
countries.  
63   Non-confidential replies to questionnaire Q2 to retailers of hearing aids, questions 30 and 36 and 
non-confidential  replies to questionnaire Q3 to large retail chains, questions 56  and 62.  
64   Non-confidential replies to questionnaire Q2 to retailers of hearing aids, question 30 and non -
confidential replies to questionnaire Q3 to large retail chains, question 56.  
 
21 Barriers to entry and expansion  
(107)  The market investigation indicates  that there are relatively limited barriers to 
expansion  for existing hearing aid manufacturers.  Replies to the market 
investigation confirmed that a ll major manufacturers have the capability to 
regularly develop new heari ng aid models , expand their product portfolios and 
adapt these to the changing needs, demands and technological shifts  in the 
market.65 
(108)  The Parties consider that barriers to entry are equally low for new entrants, and 
that the rising attractiveness of the h earing aid market is expected to attract entry 
by new market players active in neighbouring markets.  
(109)  While internal documents of the Parties confirm that players active in 
neighbouring markets such as Cochlear, Samsung, Bose, Apple or Panasonic 
individuall y file a substantial number of patents related to the hearing aid space 
(sometimes more than each of the Parties),66 the Commission considers that 
barriers to entry for a new entrant are significant.  
(110)  In fact, the Commission considers that, beyond the necess ary regulatory 
approvals and significant initial R&D investments required to set up a complete 
product portfolio of hearing aids, a new entrant would further need to hire and 
form a qualified wholesale sales force in order to be able to effectively compete  
in the industry. Results of the market investigation further confirm that 
economies of scale are important in order to be able to offer attractive pricing 
conditions to retailers, which implies that a new entrant manufacturer would 
need to gain retailers’  loyalty and achieve a minimum efficient scale in order to 
be competitive on price.67 Given the fast pace of incremental innovation in the 
industry, characterised by the introduction of new technological features, a new 
entrant would similarly need to captu re a non -negligible  market share before 
being able to sustainably finance an effective R&D department  and be 
competitive in terms of technological features.  
(111)  The majority of c ompetitors  that participated in the Commission’s market 
investigation indicated th at they do not expect any new hearing aid manufacturer 
to enter the hearing aid industry in the next three years.68 Respondents that 
indicated that they expect ed new entrants referred exclusively to large 
manufacturers of consumer electronic goods active in  neighbouring markets. 
Several of these referred to Bose, that announced in October 2018 that they 
would enter the over -the-counter hearing aid market in the US.  
(112)  Conclusively , the Commission considers that possible market entries  cannot be 
expected to happ en soon  with respect to EEA countries as medical devices 
cannot currently be sold over -the-counter in the EEA  and accordingly this is a 
relevant factor for the competitive assessment of the Transaction . 
                                                 
65   Non-confidential replies to questionnaire Q7 to competitors, questions 10 and 11.  
66   Parties’ internal documents.  
67 Non-confidential replies to questionnaire Q2 to retailers of hearing aids, questions 35.2 and 36 and 
non-confidential replies to questionnaire Q3 to large retail chains, questions 61.2 and 62.    
68  Non-confidential replies to questionnaire Q1 to competitors, question 61.  

 
23 (118)  The market investigation also confirmed the Parties’ claim that there are no 
barrier s to expansion for existing manufacturers, in particular since virtually all 
responding hearing manufacturers indicated that they have suffici ent capacity to 
meet an increase in demand of 5 -10%.71 
(119)  Due to the limited market shares of the Parties, and the presence of strong 
competitors at EEA level , the Commission considers that the Transaction does 
not raise serious doubts as to its compatibility with the internal market with 
regard to horizontal non -coordinated effects in the possible market for the 
production a nd wholesale of hearing aids at EEA level . 
6.2.2.3.  Competiti ve assessment : national level  
(120)  Based on the Parties’ market share estimates , the Commis sion finds that w ith 
respect to the possible national markets for the manufacture and wholesale 
distribution of hearing aids, the Transaction would give rise to horizontally 
affected markets in Austria, Belgium, Bulgaria, Croatia, Czechia, Denmark, 
France,  Germany, Greece, Hungary, Iceland, Ireland, Latvia, Lithuania, Malta, 
Luxembourg, the Netherlands, Norway, Poland, Portugal, Romania, Slovakia, 
Slovenia, Spain, Sweden and the United Kingdom.72 
Austria  
(121)  The distinction between public and private market s as described in recital  49 
above is not applicable for Austria as hearing aids are exclusively dispensed 
through private retail stores  (be it independent stores or large chains).  
(122)  Austria  is a well-developed market  with around 92 100 units dispensed through 
around 600 points of sale.  
(123)  Austria has  a reimbursement system where the National Health Insurance 
subsidises patients from EUR 792 for the purchase of a hearing aid and the 
fitting (or EUR 1  425 in case of binaural hearing aids) to EUR  2 100 (or 
EUR  3 780 in case of binaural hearing aids) every six years.73 To the Parties’ 
best knowledge, all their hearing aids, as well as their competitors’ products, are 
eligible for reimbursement.  The average sale price (“ASP”) of hearing aids in 
Austria  at wholesale level is EUR 198, which is lower  than the EU -wide ASP of 
EUR  255. The average retail price of the audiologist is comprised between 
EUR  [1 000-1 550].74  
(124)  Neither Party has a local presence at wholesale level in Austria. Sivantos  is 
active through its German affiliate, Sivantos  GmbH, through which it sells 
                                                 
71  Non-confidential replies to questionnaire Q7 to competitors, question 5.  
72   The Parties’ activities do not give rise to affected markets in each of Cyprus, Finland and Italy and 
do not overlap in Estonia, as Widex is not active in this EEA country and in  Liechtenstein where 
neither Party is active. Moreover, based on the Parties’ market share estimates, no affected market 
arises in Finland even if the public and the private markets for the manufacture and wholesale 
distribution of hearing aids were assess ed separately.  
73  Including VAT. S pecial provision for people working in difficult noisy environment or due to 
special audiological requirements: up to EUR  1 750 for one hearing aid, EUR  3 150 in case of 
binaural hearing aids.  
74   Parties’ response to the  Commission's request for information RFI 19, questions 1 and 3.  

 
25 (129)  In addition , no respondent to the market investigation, and in particular retailers 
active in Austria, raised substantiated concerns in relation to  the Transaction.76 
One respondent pointed out that , in general,  a large  number of hearing aid 
manufacturers guarantees a greater choice of products for retailers and end - 
users . However, this  respondent also acknowledged that  if market conditions 
were to change, it may consider the possibility of entering into contracts with 
other potential suppliers , the number of alternative manufacturers on the market 
post-Transaction  being sufficient .77 
(130)  The Commission, taking into consideration all of the above, includi ng the results 
of the market investigation, concludes that the Transaction does not  raise serious 
doubts as to its compatibility with the internal market in relation to the 
manufacture and wholesale distribution of hearing aids in Austria . 
 
Belgium  
(131)  The dis tinction between public and private market s as described in recital  49 
above is not applicable for Belgium as hearing aids are exclusively dispensed 
through private retail stores  (be it independent stores or large multinational 
chains).  
(132)  Belgium  is a well -developed market with around 103  000 units dispensed 
through around 680 points of sale. Patients suffering from a hearing loss  of at 
least 40 dB (moderate hearing loss) are eligible for  reimbursement from Belgian 
health insurance  of EUR 680 per hearing aid every five years  (children receive 
up to EUR 1  300 per ear every three years).  The ASP of hearing aids in Belgium  
at wholesale level is EUR 348, which is higher than the EU -wide ASP of 
EUR  255. The average retail price including  the fitting fees of the audiologist is 
comprised between EUR  [1 000-1 500].78 
(133)  Manufacturers who wish to distribute their hearing aids under  the public 
reimbursement system in Belgium need to follow a two -step homologation 
process: (i) first , in order to se ll hearing aids in Belgium, manufacturers  need to 
register the  maximum price for their hearing aids with the Ministry of Economic 
Affairs on a product level, and (ii) second, in order to have hearing aids eligible 
for reimbursement in Belgium, manufacturer s need to  request the listing of the 
hearing aid s with RIZIV (part of the Ministry of Health).  In practice, the vast 
majority of hearing aids sold in Belgian  are registered with both the Ministry of 
Economic Affairs and RIZIV.  
(134)  Neither Party has a local pre sence at wholesale level in Belgium. Both Parties 
sell hearing  aids to the [a customer]  (who resells part of its stock to independent 
retailers). In addition , Sivantos sells its Signia branded hearing aids to [a 
customer] , and its AudioService branded hearing aids to independent retailers .  
                                                 
76  Non-confidential replies to questionnaire Q2 to retailers of hearing aids, question 59  and non -
confidential replies to questionnaire Q3 to la rge retail chains, questions 82 and 83.  
77   Non-confidential minutes of the call with a retailer active in Austria of 31 October 2018.  
78   Parties’ response to the Commission's request for information RFI 19, questions 1 and 3.  

 
27 doubts as to its compatibility with the internal market in relation to the 
manufacture and wholesale distribution of hearing aids in Belgium . 
 
Bulgaria  
(140)  The distinction between public and private market s as described in recital  49 
above is not applicable for Bulgaria as hearing aids are exclusively dispensed 
through retail stores . 
 Regulatory  background  
(141)  While there is a public healthcare financing system in Bulgaria, nearly half of all 
hearing aids purchased in Bulgaria are not covered by any reimbursement.  
(142)  The national health insurance scheme provides a flat reimbursement of EUR 
200-220 per h earing aid for all adults every 5 -6 years (depending on the 
employment situation). Children benefit from an increased reimbursement rate.  
(143)  In order to be eligible for reimbursement, a hearing aid must be registered with 
the Ministry of Health. For this purp ose, a hearing aid model has to meet a 
number of technical requirements. In practice, local distributors are the ones that 
carry  out this  registration process.  
(144)  As of 2018, the Bulgarian government introduced a new reimbursement system 
relying on vouchers. Under this new scheme, a patient will be allowed to pay 
with a voucher corresponding to the eligible reimbursement and the retailer 
(instead of the patient) will have to obtain reimbursement from the national 
health insurance system.  
 The Parties' and their  competitors' market shares in Bulgaria  
(145)  Widex’s hearing aids are […] dispensed by [a customer]  who sell s the […] and 
[…] other retailers.81 Sivantos operates in Bulgaria through three third -party 
distributors, [a distributor] , [a distributor]  and [a distributor] , which are also 
active at retail level through their respective retail stores.   
(146)  All the other major manufacturers are active in Bulgaria. While Sonova and 
Starkey are active in this country through a local wholesale subsidiary , GN and 
William Demant rely on local third -party distributors, which are typically 
vertically integrated into the retail market.  
(147)  The Parties  provided market share estimates for all manufacturers active in 
Bulgaria from 2015 to 2017.  
 
 
                                                 
81   The Notifying Parties estimate that there are abo ut 200 to 250 retail points of sales in Bulgaria.  


 
30  
(156)  The market reconstruction undertaken by the Commission slightly differs and 
indicates that the combined market shares of the Parties in Croatia would lead to 
an affected market but would remain below 25%, with a minor increment 
(< 5%) brought about by Sivantos. The Transaction is thus unlikely to raise 
concerns on this market.87 
(157)  Post-Transaction, the Parties would continue to be constrained by Sonova, the 
market leader in Croatia, as well as William D emant, and to a more limited 
extent Starkey a nd GN , as confirmed by the Commission’s market 
reconstruction . Second -tier manufacturers active in Croatia include BHM. The 
Merged Entity  would therefore continue to face significant competition from a 
number of strong players in Croatia.  
(158)  Finally, no respo ndent to the market investigation, and in particular retailers 
active in Croatia, raised concerns in relation to the Transaction.88  
(159)  The Commission, taking into consideration all of the above, including the results 
of the market investigation, concludes that the Transaction does not  raise serious 
doubts as to its compatibility with the internal market in relation to the 
manufacture and wholesale supply of hearing aids in Croatia . 
Czechia  
(160)  The distinction between public and private market s as described in recital  49 
above is not applicable for Czechia as hearing aids in Czechia are exclusively 
dispensed through authorised ENTs.  
(161)  All major manufacturers  of hearing aids, as well as a number of second -tier 
players, are active in Czechia. The Parties, GN and Audifon have a direct 
presence through a local wholesale affiliate. By contrast, Sonova, William 
Demant, Starkey and other second -tier pla yers are active through third -party 
distributors.  
 Regulatory background  
(162)  Contrary to the situation in the majority of EEA countries, hearing aids in 
Czechia can only be dispensed through a regulated number of ENTs (comprised 
between 135 and 145 authorized E NTs). The price of hearing aids in Czechia is 
regulated in the sense that prior to being put on the market every device needs to 
be registered with the public insurance body , at which point in time the price of 
the device is set and cannot be changed by ma nufacturers over the device’s 
lifetime. The maximum mark -up that suppliers (i.e. manufacturers selling 
hearing aids directly to ENTs and third -party distributors) can apply to the price 
of registered hearing aids is fixed at 15%. ENTs cannot apply any mark -up to 
the wholesale price of hearing aids (i.e. the price at which the hearing aid is 
registered, plus the 15% mark -up of the supplier). ENTs are remunerated for 
providing fitting services  with a flat fee.  
                                                 
87  Horizontal Merger Guidelines, paragraph 18.  
88  Non-confidential replies to questionnaire Q2 to retailers of hearing aids, question 59.  
 
31 (163)  Historically, Czechia had been characterized by low reimbursement levels89 and 
a low frequency of registration of new products (limited by law to twice per 
year) . Low reimbursement rates translated into few high-end products being sold 
on the market. Since 1 January 2019, the reimbursement level of hearing aids 
has been substantially raised,90 which is expected to shift the market towards 
higher-end products. 
(164)  As far as the relationship between hearing aid wholesalers and ENTs is 
concerned, the regulatory framework governing the sale of hearing aids in 
Czechia dictates that ENTs are obliged to offer a choice among at least three 
different manufacturers of hearing aids in order to qualify for reimbursement by 
the health insurance providers.91 
(165)  In practice, The Commission finds that ENTs typically follow the VZ P 
guidelines and offer hearing aids from at least three different manufacturers for 
patients to choose from.92 A majority of dispensers indeed confirmed that 
“[a]ccording to Czech law, I need to offer different suppliers ”93 or that offering 
products from a single supplier “ is not possible by law ”.94 
 The Parties' and their competitors' market shares in Czechia 
(166)  All the main manufacturers of hearing aids, as well as a number of second-tier 
players, are active in Czechia. The Parties, GN and Audifon have a direct 
presence through a local wholesale affiliate. By contrast, Sonova, William 
Demant and Starkey are active through third-party distributors.95 Moreover, 
Widex has a very small96 presence at retail level since Widex is the part-time 
                                                 
89  CZK 2 700 for patients with mild to moderate hearing losses; CZK 3 900 for patients with 
moderate to severe hearing losses; CZK 5 100 for patients with severe to profound hearing losses. 
The Notifying Parties explain that the vast majority of hearing aids dispensed in Czechia are 
nevertheless (fully or partially) covered by the reimbursement scheme. 
90  CZK 6 087 (for adults) and CZK 8 696 (for children below 18 years old) for hearing loss of at 
least 30dB (i.e. even mild hearing losses are covered by the increased reimbursement level). 
91   Official guidelines of the National Insurance Company ( Všeobecná zdravotní pojistovna  – VZP), 
owned and managed by the State: “ For every hearing impaired insured person, it is necessary to 
ensure subjective testing of a hearing aid of the same category from at least three manufacturers 
listed in the Payment Catalog .” (convenience translation of extract provided on page 28 of the 
official VZP guidelines.) 
92  Non-confidential replies to questionnaire Q2 to retailers of hearing aids, questions 16 and 18; 
Non-confidential replies to questionnaire Q8 to ENTs active in Czechia, questions 6 and 7; 
websites of common customers of the Notifying Parties ( www.prosluch.cz/ceny.ph , 
http://www.poliklinika-budejovicka.cz/foniatrie , http://www.orlvary.cz/en/sluchadla html , 
http://www.foniatrie-uh.cz/sluzby/sluchadla/ ) consulted on 29 January 2019. 
93   Non-confidential replies to questionnaire Q2 to retailers of hearing aids, question 16. 
94   Non-confidential replies to questionnaire Q2 to retailers of hearing aids, question 18. 
95  While the Transaction brings together two out of the four hearing aid manufacturers with local 
wholesale operations, results of the market investigation did not confirm that a local presence was 
critical for being successful in Czechia and ENTs who responded to the market investigation 
unanimously confirmed that they would still continue dispensing hearing aids of a particular 
manufacturer even in the absence of a local wholesale presence. Non-confidential replies to 
questionnaire Q8 to ENTs active in Czechia, question 11. 
96   In 2017, Widex’s market share was less than [0-5]% of the Czech retail market. While the 
Transaction theoretically gives rise to a vertically affected relationship between the upstream 
wholesale market and the downstream retail market, customers and input foreclosure concerns are 
unlikely to arise due to Widex’s immaterial activity in the retail market.  

 
33 likely lead to a higher attractiveness of the Czech market and potentially to new 
market entr ies and/or increased efforts by established market players . Finally, 
they argue that the Parties are not close compet itors, as Sonova and GN offer a 
similar range of products to Widex in Czechia and that, in any event, the 
Transaction would not lead to the elimination of an important competitive force 
in this country.  
 The Commission’s assessment  
(170)  First, the Commission notes that all major players, some of which having a local 
presence  (like Audifon with both a wholesale and retail presence) , are active in 
Czechia along side the Parties. Besides the major players, second -tier 
competitors such as Audi fon, BHM, Horentek and NewSound (China) and a 
couple of local players such as Anticer and Fonika are active  in Czechia.100 The 
current relatively higher market share of Widex ([50-60]% according to the 
Parties; lower according to the Commission’s market reco nstruction)  was 
explained during the market investigation by respondents as stemming from its 
historical first -mover advantage . Respondents explain that Widex was the first 
hearing aid manufacturer to enter the Czech market in the 1990s101 and thus 
effective ly started its business activity in Czechia with a 100% market share. 
The erosion of Widex’s market share is illustrated by sales of current 
competitors active in Czechia. For instance, Sonova’s distributor of hearing aids 
entered the Czech market 9 years ago102 and currently holds a market share of 
more than 8%.  
(171)  Second , the competitive landscape i n Czechia is expected to be reshuffled as a 
result of the entry into force of a new regulation in January 2019. The increase 
of the reimbursement level is expected to shift demand to higher -end products, 
which in turn will render the Czech market more attractive to manufacturers . In 
addition, suppliers can now register hearing aids on a monthly basis (rather than 
just twice a year) . This likely effect was  largely confirmed during the market 
investigation.103 ENTs who responded to the market investigation shared their 
inten tion to dispense higher -end and more expensive hearing aid products, 
potentially from alternative manufacturers, as a result of the new re gulation.104 
(172)  Third, the  fact that ENTs propose hearing aids from at least three  suppliers  (as 
imposed by the official VZP guidelines in order for an ENT to qualify for 
reimbursement by health insurance providers) further guarantees the ability of 
patients to  switch between suppliers. In this respect, respondents to the 
Commission’s market investigation indicated that price plays a significant role 
and, should the Merged Entity increase prices post -Transaction , they would 
have sufficient choice of products by other manufacturers to offer to their 
patients generally unwilling (or unable) to pay extra amounts.105 The fact that, 
ENTs offer products from several suppliers, implies that  ENTs who currently 
                                                 
100   Annexes 165 -167 to the Form CO.  
101   Non-confidential minutes of the call with a competitor of 19 November 2018.  
102   Non-confidential minutes of the call with a third -party distributor active in Czechia of 21 
November 2 018. 
103   Non-confidential replies to questionnaire Q8 to ENTs active in Czechia, question 22.  
104   Non-confidential replies to questionnaire Q8 to ENTs active in Czechia, question 18.  
105   Non-confidential replies to questionnaire Q2 to retailers of hearing aids, question 43.  
 
34 offer  the two Parties’ products to their patients  will likely introduc e new 
manufacturers into their portfolio post-Transaction.  
(173)  One third -party distributor considers that the Transaction would reinforce  the 
Merged Entity ’s capability “ to reach out to even more ENTs and allocate 
significant f unds to engage in addition al marketing activities (in many cases 
focused on existing technologies, and neglecting the benefits of new generations 
of products) ”106 However, such outcome may actually increase the competitive 
pressure existing in the market. As explained above, the new regulatory system 
in Czechia is expected to facilitate the introduction of hearing aids including 
newer technologies. Given that ENTs typically provide products from three 
different manufacturers, the combination of Widex and Sivantos is likely to lead 
ENT s who dispense products from both to introduce new manufacturers in their 
portfolio . 
(174)  The Commission, taking into consideration all of the above, including the results 
of the market investigation, concludes that the Transaction does not  raise serious 
doubts as to its compatibility with the internal market in relation to the 
manufacture and wholesale supply of hearing aids in Czechia.  
Denmark  
(175)  With 158 000 hearing aids  sold in 2017, Denmark is the ninth largest market for 
hearing aids in t he EEA . The Danish hearing aid market is around 50% public  
(sales of hearing aids to a public procurement authority based on tendering 
procedures) and 50% private  (sales of hearing aids to private retail stores based 
on bilateral negotiations) . In line wit h the market definitions presented in recital  
49 above, the Commission assesses the impact of the Transaction on the public 
and private markets for the manufacture and  wholesale distribution of hearing 
aids separately.  
(176)  According to the Parties’ best estima tes, the  ASP of hearing aids at wholesale 
level in the private sector was EUR 284 per hearing instrument (unit) and EUR 
236 per hearing instrument (unit)  in the public sector . The average retail price 
however varies significantly: while hearing aids are pr ovided free of charge on 
the public market, the price of hearing aids is approximately EUR  […] on the 
private retail market.107 Patients in the private sector will however receive a 
reimbursement of EUR 552 for one ear and EUR 870 for both ears, every four 
years .  
(177)  All major hearing aid  manufacturers except  for Starkey are present in 
Denmark.108 Widex is active in Denmark with both a  wholesale  subsidiary and a 
retail presence. Sivantos only has a wholesale presence in Denmark, through a 
local subsidiary.  
 
                                                 
106   Non-confidential minutes of the call with a third -party distributor active in Czechia of 21 
November 2018.  
107   Parties’ response to the Commission's request for information RFI 19, question 3.  
108   Starkey recently entered the private  retail market in Denmark through a third -party distributor.  

 
36 several categories, ranging from A to D, depending on the patients' nee ds and 
use of the hearing aids .109 
(182)  As part of its selection process, AMGROS pre -qualifies suppliers  whose 
products meet the technical requirements set for  each product category . It then  
selects the three  to five bidders (depending on the category)  offering  the lowest 
prices. 110 Suppliers  selected by AMGROS are publicly  ranked according to the 
price of their hearing aids (from the cheapest to the most expensive) within each 
of the tender categories. Once listed, the price of hearing aids is fixed for each 
category for the d uration of the tender.  Qualified suppliers may introduce  newer 
versions o f their hearing aids (in replacement of older models listed by 
AMGROS) every 6 months but at the same price as agreed upon in the 
framework contract.  
(183)  Contracts  resulting from the AMGROS’s tenders typically run for two to four 
years: an initial period of two years is provided with the possibility for 
AMGROS of prolonging it by 1+1 years. Therefore, contracts resulting from the 
latest AMGROS’s tender will run at l east until August 2019. According to 
AMGROS, they are however likely to be extended until August 2021.111 
(184)  ENTs dispense  hearing aids from the AMGROS list. In theory,  they must 
prescribe  product s within the relevant AMGROS  category  and according to the 
rankin g, unless the y can prove that the device does not meet the patient’s needs. 
In practice, categories are not mutually exclusive and ENTs have a margin of 
discretion in determining to which category a patient belongs.112 In addition, 
ENTs may also dispense hea ring aids outside of the AMGROS framework; this 
situation is rare and typically occurs with returning patients used to a specific 
brand of hearing aids, or for paediatric hearing aids . This practice is however 
declining  and mostly limited to some niche pro duct categories.  
(185)  All major global manufacturers participate in AMGROS  tender with one or 
more affiliates , except for  Starkey , which is currently not present on the public 
segment of the Danish market.  
  
                                                 
109  For instance, within the level 2 (hearing aids for patients with tinnitus), category 2A addresses 
very high complexity tinnitus, category 2B addresses high complexity tinnitus, 2C moderate 
complexity tinnitus and 2D less complex tinnitus.  
110  Since  AMGROS allows companies to submit multiple bids through different affiliates within a 
same  tender category (subject to the participation with different products), in practice there are 
often less than 3 to 5 hearing aid suppliers in each tender category. As an example  […]. 
111   Non-confidential minutes of the call with AMGROS of 3 December 2018.  
112   Non-confidential replies to questionnaire Q10 to ENTs in Denmark, questions 5 and 6.  


 
39 (194)  As explained above, AMGROS’s  tenders are used to select  preferred suppliers 
following  a competitive process ultimately based on price competition. As a 
result of this process, competition on the public market in Denmark first takes 
place “for the market” (to be listed by AMGROS) and , “in the market” , once  
listed by AMGROS, in order  for manufacturers’ products  to be dispense d by 
ENTs.  
(195)  The Commission investigated the extent to which the AMGROS tender makes 
the Danish public market competitive. To this end, AMGROS provided the 
Commission  with share data for the 12 months preceding the entry into force of 
the 2017 tender and the 12 months following the entry into force of the 2017 
tender. This data enabled the Commission to assess the extent to which 
AMGROS’s tenders have had an impact of the competitive landscape of the 
public market in Denmark. It shows that  GN, who was ranked in only one tender 
category in the 2014 tender  (category accounting for only [0-5]% of the total 
number of hearing aids on the public market in Denmark)115, qualified  for 11 out 
of the 21 tender categories of the 2017 tender (categories  accounting for more 
than [20-30]% of the total number of hearing aids on the public market in 
Denmark)  and increased significantly its market position on the public market 
within a shor t period of time. Conversely , while William Demant was selected 
in 14 tender categories out of 24 tender categories in 2014  (categories 
accounting for almost [70-80]% of the total number of hearing aids on the public 
market in Denmark) , it was less successful in the 2017 tender and secured 
position in only four categories  (categories accounting for slightly more than 
half of the total number of hearing aids on the public market in Denmark) . This 
had a direct impact on its market share which decreased in 2018.  
(196)  These market share fluctuations  evidence the importance of being selected by 
AMGROS in order to be successful on the public market. Securing a position in 
the AMGROS tender is crucial to increase sales and gai n exposure on the public 
market . Consequently, suppliers have an incentive to bid with a low price; any 
other strategy would put the supplier at risk of not being listed at all by 
AMGROS. This is confirmed by the results of the market investigation. In this 
respect, one participant stre ssed that the key factor to be successful in 
AMGROS’s tenders is “ to offer low prices ”.116 This is explained by the fact that 
only the three to five suppliers with the lowest price (potentially the same 
undertaking  as manufacturers are allowed to place sever al bids through different 
affiliates or distributors ) will be selected.  
(197)  The volatility of the AMGROS tender results (and as a result of the 
manufacturers’ market shares) illustrates the contestability of the public market 
in Denmark: the 2014 and 2017 tend er results in particular show that previously 
successful manufacturers can lose most of their winning positions and 
previously small players can become important suppliers from one tender to the 
next. C ompetition is also strong within each individual tende r categories:  each 
tender category generally comprises a sufficient number of alternative suppliers 
(either actual competitors who have been selected by AMGROS or potential 
competitors whose bid was not ultimately selected) who will  continue to be a 
                                                 
115   See Economic analysis submitted by the Parties, Annex 185 to the Form CO.  
116   Non-confidential replies to questionnaire Q7 to competitors, questions 31 and 32.  
 
40 signi ficant competitive constraint on the Merged Entity . A less competitive price 
strategy by the Merged Entity  post-Transaction (i.e. in future tenders) would 
likely translate into an increased risk of losing winning positions , and 
consequently increase the  market shares of other manufacturers.  
(198)  In that regard , the data provided by the Parties (in line with AMGROS’s data)  
enabled the Commission to assess the level of competition in the market : while 
Sivantos was selected in almost all categories of both the 2017  and the 2014 
tenders (each time being represented in product categories accounting for 
virtually all sales on the public market), its market share fluctuated within each 
tender period.  Similarly, respondents to the market investigation pointed out that 
William Demant recently launched an aggressive marketing campaign to 
promote its newer products.117 Thus, d espite being listed in fewer categories in 
2017 ( compared to the 2014 tender) and as a result having lost market share 
following the entry into force o f the 2017 tender, William Demant is expected to 
re-gain market share  in the short term  primarily by increasing its share in the 
categories in which it was selected . ENTs also indicate that, since listed 
manufacturers are allowed to update their product tw ice a year within the 
framework of the AMGROS tenders, manufacturers that introduce newer 
products, tend to be rewarded by increased prescriptions  from ENTs  in the 
categories for which they have been selected .118 
(199)  There are however four tender  categories (2C for moderate complexity tinnitus 
as well as the three categories belonging to the level 4)  where the Parties were  
the only manufacturers selected in the 2017 tender. The Commission first notes 
that these are ‘niche ’ categories characterised by low sales vo lumes  (together 
accounting for less than 5% of the total sales of hearing aids on the public 
market in Denmark in 2017) . Second, the Commission  recalls  that it is not 
possible to change the price of a product during the entire duration of the tender 
that i s in this case likely to run until September 2021.119  
(200)  Finally, as concerns the future tenders, the definition of individual categories 
regularly evolves with each tender, and AMGROS can design categories 
ensuring it will receive bids from a sufficient numbe r of manufacturers. 
Historically, there has been a trend in AMGROS tenders towards a reduction of 
the number of categories (from 32 in 2012, to 24 in 2014, and 21 in 2017). In 
future tenders, AMGROS would thus be able to redefine the categories where 
only the parties were successful in the 2017 tender, with a view to attracting 
more bidders. Moreover, even if the categories were to remain unchanged, the 
market investigation indicated that the Merged Entity would continue to be 
subject to sufficient competit ive constraints.  
(201)  Specifically, a s regards category 2C  three products have been  selected in the 
current tender, namely products of two affiliates of Sivantos and one affiliate of 
Widex. However, bidding data shows that several other companies have 
products  responding to the technical requirements of this category and indeed 
submitted a bid for this category. Although in this specific tender they were not 
                                                 
117   Non-confidential minutes of the call with an ENT active in Denmark of 7 December 2018; non -
confidential minutes of the call  with an ENT  active in Denmark of 14 December 2018.   
118   Non-confidential minutes of the call with an ENT active in Denmark of 14 December 2018.   
119   Non-confidential minutes of the call with AMGROS of 3 December 2018.  
 
41 successful, in the future tenders they will exert a competitive constraint on the 
Merged Entity .  
(202)  This is also true concerning categories 4A, 4B, and 4D (CROS /Bi-CROS  
categories) for which three products have been selected in each of these 
categories in the current tender, namely products of either two affiliates of 
Sivantos and one affiliate of Widex or tw o affiliates of Widex and one affiliate 
of Sivantos. However, the market investigation revealed that Sonova, who was 
the only manufacturer supplying CROS /Bi-CROS  hearing aids to the public 
market in Denmark prior to the 2017 tender, still enjoys a relative ly important 
market presence  due to its reputation on the market120 and despite not having 
been listed by AMGROS.121 Sonova is also expected to  exert a strong 
competitive constraint on the Parties in future tenders.  In addition, other 
manufacturers, such as Wi lliam Demant offers an alternative solution to 
traditional CROS/Bi -CROS hearing aids in order to treat unilateral hearing loss; 
to the best of William Demant’s knowledge, his competing product quali fy for 
CROS/Bi -CROS tender’s categories .122 Finally, other m anufacturers not 
currently active on the public market in Denmark (e.g. Starkey and second tier 
manufacturer BHM) have CROS /Bi-CROS  products in their portfolios and 
could participate, either directly or through a third -party distributor, in future 
tenders.123  
(203)  Finally, respondents to the market investigation did not raise substantiated 
concerns in relation to the Transaction.  
(204)  From the point of view of ENTs, which largely determine the commercial 
success of manufacturers whose products are listed by AMGROS, t he market 
investigation did not point to any manufacturer being more successful in terms 
of the quality of its products, breadth of its portfolio, services or prices, 
compared to other players.124 ENTs are equipped with the fitting software of all 
manufactur ers selected by AMGROS and usually do not have a single preferred 
supplier. The ENTs having responded to the market investigation considered 
that all manufacturers active in Denmark constitute credible suppliers of hearing 
aids on the public market.125 
                                                 
120   One ENT indicated that “[a]s concerns CROS/Bi CROS devices more particularly, the ENT Doctor 
does not expect the transaction to have an impact on the availability or price of these products 
since Sonova is the leading and preferred hearing aid supplier of CROS/BiCROS devices in 
Denmark ”; Non-confident ial minutes of the call with an ENT active in Denmark of 7 December 
2018.  
121   One ENT active in Den mark explained that “ CROS/BiCROS devices cover the majority of hearing 
aids within the 5% products prescribed by ENTs outside the AMGROS lists (this is explained by 
the fact that Sonova was the first company to introduce CROS/BiCROS solutions; patients whose 
first hearing aids were from Sonova typically request the same brand when renewing their 
hearing aids) ”; Non-confidential minutes of the call with an  ENT active in Denmark of 12 
December 2018.  
122   Non-confidential replies to questionnaire Q7 to competitors, question 7.1.3.  
123   Non-confidential replies to questionnaire Q1 to competitors, question 4 and non -confidential 
replies to questionnaire Q7 to com petitors, question 6.  
124   Non-confidential replies to questionnaire Q10 to ENTs in Denmark, questions 18 and 19.  
125   Non-confidential replies to questionnaire Q10 to ENTs in Denmark, question 17.  
 
42 (205)  Moreo ver, while AMGROS noted the reduction in the number of players active 
on the public market in Denmark, it also indicated that the market would remain 
competitive, with other players being able to constrain the Merged Entity . 
According to AMGROS, if a manuf acturer were to increase its price in the next 
tender, AMGROS believes it would be able to select alternative suppliers with 
lower prices and comparable  product quality.126 
(206)  The Commission, taking into consideration all of the above, including the results 
of the market investigation, concludes that the Transaction does not  raise serious 
doubts as to its compatibility with the internal market in relation to the 
manufacture and who lesale supply of hearing aids in Denmark.  
France  
(207)  The distinction between public and private market s, as described in recital  49 
above , is not applicable for France as hearing aids are exclusively dispensed 
through private retail stores (be it independent stores or large multinational 
chains).  
(208)  France is one of the largest markets for hearing aids in the EEA with around 
753 000 units sold in 2017 and more than EUR 240 million in turnover.  Due to 
an increase in the proportion of over 65 -year olds, who are mos t likely to require 
a hearing aid, the market for hearing aids in France has been growing strongly 
and steadily for the last 20 years with an average annual market growth rate of 
6%. 
(209)  The market is entirely private, with a flat reimbursement of EUR 120 per 
hearing aid provided by the French social security.127 Optional compl ementary 
healthcare providers off er an average reimbursement of EUR 400 per hearing 
aid.128 
(210)  The ASP of hearing aids in France  at wholesale level is EUR 314, which is 
higher than the EU -wide ASP of EUR  255. The average retail price including 
the fitting fees of the audiologist reaches EUR  1 500.129  
(211)  Despite the low reimbursement rate , the high average retail price, and the high 
co-payments that need to be made by patients, the penetration rate in France is 
relatively high. Premium hearing aids form a larger proportion of the French 
market than other major European markets, since those patients who can afford 
a hearing aid, and have to make significant co -payments in any event, often opt 
to buy the best devices.130  
(212)  A recent governmental proposal, which entered into force on 1st January 2019,  
provides for a gradual introduction by 2021 of a full reimbursement by the 
                                                 
126   Non-confidential minutes of the call with AMGROS of 24 October 2018.  
127   For patients under the age of 20 years , the reimbursement levels are more generous. Moreover, 
patients receiving social assistance (so -called "CMU -C") are offered basic equipment whose sale 
price is limited to EUR 700 per device, which ar e fully covered by the French social security.  
128   Annex FR8 to the Form CO. According to Ministry of Health, 95% of population is covered by 
complementary healthcare insurance.  
129   Price data have been provided by the Parties in the Form CO.  
130   Parties’  response to the Commission's request for information RFI  18.  
 
43 Social Secu rity and optional complementary healthcare providers of certain 
types of hearing aids with certain pre -defined characteristics (that would make 
them of comparatively high quality) .131 As from 1st January 2019, the “out -of-
pocket” amounts that patients must p ay already decreased by approximately 
EUR 300. This is due to the fact that, since  that date , the French social security  
reimbursement has increased (from EUR 200 to EUR  300 per ear) and the price 
of certain devices  has decreased (it should not exceed  EUR  1 300 compa red to 
the previous average of EUR 1 500).  By 2021, these devices will be provided to 
patients free of charge.  
(213)  Hearing  aids in France are dispensed by private retail stores of varying sizes and 
business models, which amount to approximately 5  200 points of sale across the 
country. The French retail market is characterized by certain large chains 
(including Amplifon), some of whom are owned by hearing aid manufacturers 
Audition Santé owned by Sonova or Audika owned by William Demant), as 
well as o ptical chains who have entered the hearing aid market (including 
Optical Center and Alain Afflelou) and a large number of independent stores, 
many of whom are organised in one or more buying groups. According to the 
Parties, buying groups and franchise cha ins form the largest channel in France 
(at around 38% in volume), followed by independent retailers and manufacturer 
owned retail stores (both around 20% by volume), optical chains (12%  by 
volume ), and  national chains (11% by volume).  
 The Parties' and thei r competitors' market shares in France  
(214)  All major manufacturers are present on the French market through local 
wholesale affiliates. In addition, Sonova, William Demant and Widex are 
vertically integrated into retail.  
(215)  Sivantos  is active in France through t wo wholesale affiliates: Sivantos (offering 
the Signia and A&M brands) and Biotone (offering the Rexton and Audio 
Service brands). Sivantos is also indirectly  active at retail level through its 
online platform audibene which refers patients to local audiol ogists. In 2017, 
[…] hearing aids were sold by independent audiologists following a referral by 
audibene . 
(216)  Widex  is active in France through its wholesale affiliate Widex France SASU, 
through which it distributes hearing aids under the Widex brand. Widex is also 
active on the French retail market with 38  points of sale  in France under the 
SoluSons  brand . Moreover, W idex is also financing a smaller chain, […] (28 
points of sale ) […]. The chain has a sister company, an […] (with 55 points of 
sale), […]. 
(217)  The Parties  provided market share estimates for all manufacturers active in 
France from 2015 to H1 2018.  
 
 
                                                 
131   Annexes FR8 and FR9 to the Form CO.  

 
45 (221)  Second, the Parties are not close competitors to each other. The market 
investigation confirm s that all hearing aid manufacturers constitute credible 
suppliers and that no competitor is more innovative than others.132 Several 
respondents to the market inv estigation pointed out that Sonova and William 
Demant (rather than Widex) are largely seen as closer competitors to Sivantos, 
in terms of portfolio breadth, product quality, services and pricing. This is 
mostly due to the fact that these three manufacturer s are the three largest players 
active in France while Widex’s position on the market is rather limited.  
(222)  Third, customers can switch among suppliers with relative ease. Contracts with 
retail ers are always contestable  and can be easily terminated given that  they are 
generally entered into for a period of one year.133 Independent retailers are 
typically not subject to exclusivity clauses, meaning they can progressively 
insert new suppliers into their product mix and they typically carry products 
from at least t hree suppliers, which enable them to easily re -allocate the share of 
wallet of their suppliers.134 In this respect, one respondent to the market 
investigation specified that " Audiologists can influence  [patients] on their 
choice. That's why  [retailers] c an easily switch from one supplier to another and 
that's the reason why I consider being a price maker ".135 
(223)  This also applies to larger chains and buying groups  that generally follow a 
multi -brand strategy and can therefore switch by simply increasing or 
decreas ing volumes from a certain supplier without the adjustment or 
amendment of their contracts being required. In this respect, Sivantos explained 
that it used to supply approximately 80% of Amplifon's volumes in France 10 
years ago but now supplies approx. […] of its French volumes. Similarly, 
Sivantos was delisted from […] after Sivantos […] and its volume with […] 
dropped [significantly]  in 2018 following the launch of a new tendering 
procedure by the buying group.  The constraint exerted by customers was f urther 
confirmed during the market investigation. As an example, one of the Parties’ 
customers indicated in response to the market investigation that if the Merged 
Entity  were to increase its price by 5 -10% post -Transaction, it would not 
continue to purcha se the same quantity of hearing aids from the Merged Entity  
and would increase its share of wallet of Sonova's products.136 
(224)  Finally, since Sivantos generated more than […]% of its sales in France with 
large specialised ( […]) and optical ( […] and […]) chains,  it could not afford to 
raise its prices or reduce the quality/choice of its products and services without 
the risk of losing these customers and see ing the share of wallet of its products 
decrease. Similarly, Widex generated [20-30]% of its sales in Franc e with these 
large purchasers and could not afford to raise its prices or reduce the 
quality/choice of its products and services without the risk to lose these 
customers and/or see the share of wallet of its products decrease.  
                                                 
132   Non-confidential replies to questionnaire Q2 to retailers of hearing aids, question 38 and 39 and 
non-confidential replies to questionnaire Q3 to larg e retail chains, question 64 and 66.  
133   Non-confidential replies to questionnaire Q2 to retailers of hearing aids, question 6.  
134   Non-confidential replies to questionnaire Q2 to retailers of hearing aids, question 32.1.  
135   Non-confidential replies to qu estionnaire Q2 to retailers of hearing aids, question 22.  
136  Non-confidential replies to questionnaire Q3 to large retail chains of hearing aids, question 70.1  
 
46 (225)  Fourth, the Transaction does not eliminate an important competitive force on the 
hearing aids market in France.  Widex is today the smallest player on the French 
market and the removal of this competitor will hardly change the competitive 
landscape. Widex can hardly be regarded as a ma verick, as it has been active in 
France  for more than 40 years  and focuse s on supplying its products mainly 
through […] and […]. In addition, Widex is not regarded as offering any must -
have products on the market.137 
(226)  Fifth , all hearing aid retailers (custome rs) responding to the market investigation 
indicated that they expect the impact of the Transaction to be either positive or 
neutral.138 The vast majority of respondents  consider that, post -Transaction, 
there will still be a sufficient number of competing ma nufacturers to exert a 
competitive constraint on the Merged Entity . As a result, prices are unlikely to 
increase since competitors would react immediately and gain market shares at 
the expense of the Merged Entity .  
(227)  The Commission, taking into consideration all of the above, including the results 
of the market investigation, concludes that the Transaction does not  raise serious 
doubts as to its compatibility with the internal market in relation to the 
manufacture and wholesale supply of hearing aids in France.  
Germany  
(228)  The German hearing aid market is entirely private and therefore the split 
between public and private markets is not applicable. The German market is the 
second biggest in Europe by volume. In 2017 , 1.26 m illion hearing aids were 
dispensed through over 6  300 points of sale. The market is predicted to grow in 
the next years.  
(229)  In the German hearing aid market reimbursement is available for hearing aids. A 
reform in 2013 increased the level of reimbursement of  EUR 750 to EUR 800 
per hearing aid, meaning that around 40% of patients barely  have to pay for their 
hearing aid.  
(230)  Similar to other EEA markets , a patient in Germany suffering from hearing 
impairment must receive a prescription from an ENT based on an aud iological 
test which the ENT performs. The patient  is then fitted with a hearing aid by an 
authorised audiologist. There is also a legal requirement in Germany that 
patients must be offered a minimum of three different devices to test in their 
everyday liv es, i.e. outside of the shop environment. Patients test these devices 
for 40 days  on average , during which they can compare the different hearing 
aids, figure out the right price point for their needs and finally work with their 
audiologist on fitting thei r requested hearing aid. The three devices will usually 
be from three different brands or suppliers (meaning the audiologist is de facto 
required to carry a selection of hearing aids) and the manufacturers themselves 
carry the cost of these trials (includi ng the “demo” hearing aids given to patients 
in store to try on), most importantly the cost of refurbishing the hearing aid 
                                                 
137  Non-confidential replies to questionnaire Q2 to retailers of hearing aids, questions 43 and 5 8 and 
non-confidential replies to questionnaire Q3 to large retail chains, questions 70.2 and 81.  
138   Non-confidential replies to questionnaire Q2 to retailers of hearing aids, questions 59 and 60 and 
non-confidential replies to questionnaire Q3 to large r etail chains, questions 82 and 83.  
 
47 which the patient has tested  but not chosen. The Partie s estimate that on average 
there are 2.4 test devices for each one that is bo ught.  
(231)  The retail market comprises (i) independent  retailers accounting for [5-10]% of 
the total units sold; (ii) buying groups bring ing together independent 
audiologist s to benefit from greater scale and account ing for [50-60]% of the 
total units sold, which have  around  890 POS in the case of Dialog, 470 POS in 
the case of Meditrend, 200 POS in the case of Proakustik and 530 POS in the 
case of Hörex; (iii) large regional or national chains which have between 20 and 
50 stores located in one or two regions  and account for [5-10]% of the total units 
sold; (iv) international chains, which typically have more than 150 POS across 
the country and account for [10-20]% of the total units sold and include chains 
such as Amplifon with 475 POS or Kind with 630 POS; ( v) store-within -store, 
non specialist retailers like optical retailers which have entered the hearing aid 
market and account for [0-5]% of the total units sold; and (vi) manufacturer -
owned retail  outlets  which account for [10-20]% of the total units sold, for 
example  Sonova which  owns 800 POS under the AudioNova, Geers, Lindacher, 
Vitakustik and Fiebing brands . Furthermore, l arger chains and all purchasing 
groups also increasingly purchase privately labelled hearing aids from 
manufacturers in bulk, which th ey sell under their own brand.  
(232)  Sivantos is only active in sales to end -consumers through its online affiliate 
audibene,  and cooperat es with independent brick and mortar audiologists to 
make sales to end -customers. Widex is not active in retail in Germany.   
 The Parties' and their competitors' market shares in Germany  
(233)  All major hearing aid manufacturers sell into Germany . There are 13 established 
hearing aid brand s in Germany.  
(234)  Sivantos is active in Germany through its wholesale affiliate Sivantos GmbH. 
Sivan tos’ channel strategy mainly focuses on independents and buying groups 
with […]% and […]% of its sales, as well as large chains, which account for 
around […]% of sales volume. Sivantos sells hearing aids under the brands 
Signia and Audio Service.  
(235)  Widex is active in the German wholesale market through its German affiliate, 
Widex Hörgeräte GmbH. Widex makes over […]% of its sales to buying groups 
and about […]% to national chains and key accounts. Widex is not active in the 
German retail market.  
(236)  Sivantos is active in the German retail market through audibene. audibene is an 
online business based in Berlin, founded in 2012 and taken over by Sivantos’ 
owner EQT in 2015. audibene had a market share of about [0-5]% in the 
German market  in 2017 . It provide s a platform for end customers to understand 
their precise needs and possible suitable hearing aids. audibene  nowadays 
employs around  800 employees in nine countries out of which 200 are working 
for the German market.  
(237)  Regulatory restrictions in place in G ermany prevent sales of hearing aids over 
the internet without a visit to a certified audiologist, and in order to get any 
reimbursement patients are required to get their hearing aids fitted by an 
audiologist. audibene  has roughly 1  000 partner audiologis t shops  in Germany, 

 
49 groups, while Sivanto s has both high -end (Signia) and entry -level (Audio 
Service) brands and generally covers a larger variety of price points within the 
market and is much more present with independent audiologists that are not in 
buying groups. The Parties further submit tha t there are no impediments to entry 
or expansion and in this respect large optician chain s, like Fielmann or Apollo 
Optik have entered the German hearing aid market. Furthermore, the Parties 
argue  that in recent years large retail chains have started selli ng private label 
hearing aids which they purchase from hearing aid manufacturers.   
 The Commission’s assessment  
(243)  First, the Commission notes that the Transaction brings together the third  and 
fourth largest manufacturers in the market . The Merged Entity wou ld become 
the second largest  in the German wholesale market for hearing aids  with a 
market share of [20-30]%. William Demant, with a market share of [30-40]%, 
will continue to be the largest manufacturer  and Sonova, which is also a 
vertically integrated pl ayer in the German market , with a market share of [20-
30]% will be quite close to the Merged Entity ’s size. Furthermore, players such 
as GN ( [5-10]% market share ), Starkey ( [0-5]% market share ), and smaller 
players like Kind, which has a strong retail network in Germany , also impose a 
competitive constraint on the Parties . Furthermore, the Commission observes a 
certain dynamic in the evolution of market shares in Germany (see Table 11) 
which shows that Sivantos has lost about [5-10] percentage points in  two years . 
Contrary to this  William Demant or GN have  respectively observed a [5-10] 
percentage point and [0-5] percentage point increase . The fluctuation of the 
market shares support s the idea that there is competition in the market . Widex, 
has also incr eased its sales by [0-5] percentage point between 2015 and 2017. 
(244)  Second, the Commission notes that the Parties are not particularly close 
competitors in the German market, with Widex focusing on the premium 
segment compared to Sivantos, which covers a larg er range of price points.  The 
market investigation  has confirmed this.139 In particular, s everal respondents to 
the market investigation pointed out  that Sonova and William Demant  (rather 
than Widex) are largely seen  as closer competitors to Sivantos , in ter ms of 
portfolio  breadth , product quality, services and pricing.  Similarly, s everal 
respondents  to the market investigation pointed out that  Sonova and William 
Demant (rather than Sivantos ) are largely seen as closer competitors to Widex , 
in terms of portfo lio breadth , product quality, services and pricing.  
(245)  Third, retailers multisource from a large number of manufacturers, often more 
than three , and the mark et investigation has revealed that retailers  have switched 
in the past and still have the ability  to switch across the different 
manufacturers.140 Retailers, both large and small have switched in the past. For 
                                                 
139  Non-confidential minutes of the call with a retailer active in Germany of 30 October 2018; non -
confidential minutes of the call with another retailer active in Germany  of 30 October 2018; non -
confidential minutes of the call with a third retailer active in Germany  of 30 October 2018 and 
non-confidential replies to questionnaire Q2 to retailers of hearing aids, questions 38 to 40, 59 and 
60. 
140  Non-confidential replies to questionnaire Q2 to retailers of hearing aids, questions 15, and 31 to 
37. 

 
51 (251)  Post-Transaction, the Parties would continue to be constrained by market leader 
Sonova ( [30-40]%), as well as William D emant  ([10-20]%), GN ( [10-20]%), 
and Starkey ( [5-10]%). The market in Greece is largely price -driven and second 
tier manufacturers active in Greece  includ e BHM and Eartechnic . The Merged 
Entity  would therefore continue to face significant competition from a number 
of strong players in Greece .  
(252)  No respondent to the market investigation raised concerns with respect to the 
Transaction in Greece, and market participants confirmed that the Greek market 
was characterised by “ very low price [s]” 142, fuelled by the presence of several 
second -tier players on top of all major manufacturers.   
(253)  The Commission, taking into consideration all of the above, including the results 
of the market investigation, con cludes that the Transaction does not  raise serious 
doubts as to its compatibility with the internal market in relation to the 
manufacture and wholesale supply of hearing aids in Greece . 
Hungary  
(254)  The distinction between public and private market s as describe d in recital 49 
above is not applicable to Hungary as hearing aids are exclusively dispensed 
through the private market.  
(255)  Both Sivantos and Widex have a local wholesale presence in Hungary. Among 
the other major hearing aid manufacturers, Sonova and Starkey are also active at 
wholesale level with their own local subsidiaries, while GN and William 
Demant are active through thi rd-party distributors . Each of Widex, Sivantos and 
Sonova are also active at the retail level, operating directly their own points of 
sales.143 
(256)  As shown in the t able below , based on the Parties’ estimates, the  Parties’  
combined market share in Hungary  is below 25% in 2017 and would even be  
below the thresholds for affected markets  in 2015 and 2016 . The market 
reconstruction undertaken by the Commission confirms that the Parties’ 
combined market share is  below 25%,144 with a limited  increment brought about 
by Si vantos. The Transaction is thus unlikely to raise competition concerns on 
this market.145 
 
 
 
                                                 
142   Non-confidential replies to questionnaire Q1 to competitors, question 72.  
143  The Hu ngarian retail market does not constitute a horizontally affected market as the Parties’ retail 
market share is below 20% both at national level and when considering the narrowest plausible 
geographic market definition of catchment areas with a radius of a  30-minute drive.  
144  The market reconstruction is conservative, as it does not include shares from local players such as 
Victofon or Protone.  
145  Horizontal Merger Guidelines, paragraph 18.  


 
54 currently also procure hearing aids from a third supplier, considers that William 
Demant, Sonova and  GN will exert a sufficient competitive constraint on the 
Merged Entity  post-Transaction. It also explained that barriers to enter the 
Icelandic market are relatively low and new entrants could easily start supplying 
hearing aids in this country151 
(267)  In light of the above, the Commission considers that the Transaction does not  
raise serious doubts as to its compatibility with the internal market in Iceland . 
Ireland  
(268)  The Irish hearing market is split between public sales, administered by the 
Ireland’s National He alth Service (or “ HSE ”), which accounts for around 43% 
of hearing aids dispensed to patients in the country, with the remaining 57% 
being dispensed via private retailers, including both independent shops, and 
large chains such as Amplifon and Specsavers .  
(269)  Neither Sivantos nor Widex has a local wholesale presence in Ireland. Hearing 
aid manufacturers, including Widex, typically serve the Irish market via their 
UK wholesale subsidiary.   
 Regulatory background  
(270)  In Ireland, s ales of hearing aids fall either under  (i) a public tender by the HSE, 
which dispenses hearing aids  to patients on low income via around 12 major 
hospitals; or (ii) a private  retail channel.  
(271)  The public market in Ireland is a tender based system designed by the HSE. The 
HSE launched its first t ender process in 2013, based on which hearing aids are 
provided through the public system. A new public tender was scheduled to be 
launched by the end of 2018 but has been since put on hold.  
(272)  The 2013  HSE tender provides for three lots of hearing aids: pae diatric hearing 
aids, adult hearing aids, and CROS/Bi -CROS  hearing aids.152 The paediatric 
hearing  aids lot was sub-divided into the following four categories: new -born / 
preschool / primary school age / second -tier school and higher education age, 
and the l ot for adults ’ hearing aids into the following two categories: standard 
and poor dexterity). Each sub -category  of these two lots  was then further 
subdivided into  (i) mild/moderate, (ii) severe and (iii) profound.  
(273)  Under  the Irish tender system, only one hearing aid supplier by sub -category 
(e.g. hearing aids for new -born with a severe hearing loss) is chosen. This 
supplier signs a contract for a period of 3 years with the option to extend the 
contract for two further per iods of up to 12 months.  
                                                 
151  Non-confidential minutes of the call with a public clinic in Iceland of 12 November 2018.  
152   Other categories include audiology accessories, audiological assessment & fitting equipment, and  
 hearing aid moulds.  


 
57 2019  and involves a similar process as the 2013 tender.155 The Merged Entity’s 
market share  could  thus drop drastically if Sivantos does not submit a 
competitive bid .  
(285)  Second, within the public market, the Parties are not particularly close 
competitors. Widex  is only a marginal player on the public market, which did 
only bid for paediatric hearing aids in the 2013 HSE tender, whereas S ivantos 
tendered for multiple categories, and was only awarded tenders in the adult 
hearing aid categories, for which Widex did not bid. In the paediatric segments 
awarded to Widex, three to four other hearing aid manufacturers in addition to 
Sivantos also  systematically submitted bids.  
(286)  Third, while Widex was retained in several paediatric categories, it only sold 
[…] hearing aids in 2017, resulting in a marginal market share (and thus a 
marginal  increment) of less than [0-5]%. As a consequence of its […] 
performance on the public market in Ireland, Widex decided […] and […]156. 
Widex’s strategy is further illustrated by its internal documents w hich indicate a 
[…].157 Therefore, r egardless of the Transaction , the very limited overlap 
between the Parties on the public market in Ireland would have ceased to exist.  
(287)  In light of the above, the Commission considers that the Transaction does not  
raise serious doubts as to its compatibility with the internal market with regard 
to horizontal non -coordinated effects in the public market for the production and 
wholesale of hearing aids in Ireland.  
 Private wholesale market  
(288)  The Commission considers tha t neither Sivantos no r Widex have a local 
wholesale presence in Ireland. Sivantos is active via a local distributor, [a 
customer] , which provide s hearing aids and related services to retailers in 
Ireland  (including Specsavers)158 Widex serves the Irish marke t via its UK 
wholesale subsidiary and offers its products through its own retail stores, as well 
as to third party retailers  (including Specsavers).  
(289)  The Irish private market comprises around 200 points of sales , including both 
independent retailers, manufa cturer -owned retailers as well as large chains, 
including in particular Specsavers and Amplifon . William Demant owns the 
largest retailer in Ireland (Hidden Hearing) . Widex is also active at the retail 
level via its retail subsidiary Bloom, which acquired Celtic Hearing and 
Bonavox. Widex thus  operates three full -time retail outlets in Ireland.  
(290)  The Parties  and their main competitors' market shares on the  p rivate  market for 
the manufacture and  wholesale  distribution of hearing aids  in Ireland are 
included in the Table below:  
                                                 
155  The HSE tender was process was put on hold in November 2018 to allow the HSE to refine its 
specification and should restart in 2019.  
156  Parties’ response to the Commission's request for information RFI 16, question 17. While a new 
tender had been launc hed by the HSE at the end of 2018, and participants had submitted a bid, the 
tender has then been put on hold for an indefinite period of time.  
157  Parties’ response to the Commission's request for information RFI 14 .  
158  As […], the Parties have limited in formation regarding the sales made by the company in Ireland.  

 
59 equipment, training and marketing costs as such costs or delays.162 The ability of 
retailers to switch suppliers is  further evidenced by the fluctuation of the Parties’ 
market shares over the last years. For instance, Widex’s market share steadily 
increased between 2015 and 2017, in particular due to its […]. Sivantos’ market 
share decreased over the same period as a r esult of […]. 
(295)  Finally,  retailers active in Ireland, did not raise merger -specific concerns in 
relation the Transaction and its impact on the Irish private retail market .163 Some 
market participants stated that the Merged Entity  may terminate Sivantos’ 
distri bution arrangement with [a customer] , and instead serve the Irish market 
directly , possibly via the UK, which could impact the quality of services 
provided . However, this concern is not merger specific. Currently, neither 
Sivantos nor Widex serve the Irish  market through a local wholesale entity. 
Widex serves the market from the UK, and Sivantos could already decide to 
supply the Irish market directly, including via its UK subsidiary,  pre-
Transaction.164 
(296)  In light of the above, the Commission considers that the Transaction does not  
raise serious doubts as to its compatibility with the internal market with regard 
to horizontal non -coordinated effects in the private  market for the production 
and wholesale of hearing aids in Ireland.  
 Conclusion  
(297)  The Commission, taking into consideration all of the above, including the results 
of the market investigation, concludes that the Transaction does not  raise serious 
doubts as to its compatibility with the internal market  in relation to the 
manufacture and wholesale supply of hearing aids in Ireland . 
Latvia  
(298)  The Latvian hearing aid market is small, accounting for around 7 000 hearing 
aids, and is split  around 70% public and 30% private.165 The Parties, as well as 
other hearin g aid manufacturers, do not have a local presence in Latvia and are 
active through distributors , which usually operate one or more retail outlets and 
offer hearing aids into the public tender. From the point of view of the hearing 
aid manufacturers, the re is no distinction between the private and the public  
Latvian market. As opposed to other countries involving public tenders, in 
Latvia, neither the Parties nor any of their competitors are directly active in the 
public tender. Bids are only submitted by th ird-party distributors  of hearing aid 
manufacturers.  As a result, the distinction between public and private markets 
for hearing aids discussed in recital 49, is not particularly relevant  for Latvia.   
 
                                                 
162  Non-confidential replies to questionnaire Q11 to retailers in Ireland, question 7.  
163  Non-confidential replies to questionnaire Q2 to retailers of hearing aids, q uestion 59. Non -
confidential replies to questionnaire Q11 to retailers in Ireland, questions 20 and 21.  
164  Non-confidential replies to questionnaire Q11 to retailers in Ireland, questions 20 and 21.  
165  Non-confidential minutes of the call with a representa tive of the public authority of 7 December 
2018.  

 
61  The Parties’ view  
(304)  The Parties claim that  the Transaction does not raise any competition concern in 
particular because (i) they are only active via independent distributors, and (ii) 
their combined market share in 2017 was exceptionally  high and is not a good 
indication of their market power . 
 The Commission’s assessment   
(305)  Under the assumption of an overall market for the manufacture and wholesale 
distribution of hearing aids, t he Commi ssion finds that w hile the Parties’ own 
market share estimates as per Table 18 appear high, the market reconstruction 
conducted by the Commission indicates that the Parties significantly 
overestimated their combined market share in 2017 , which in facts rem ains 
below 50% . The Transaction would only bring about a minor  increment from  
Widex (below 5%) . 
(306)  Furthermore, Sivantos’  market  share increased significantly in 2017 , which  
derives from  a large order  (of around […] units) from  its main customer,  […], as 
a result of the latter being selected in the public tender to supply hearing aids to 
adults . The fact that an order  of this magnitude  was unusual  is evidenced by the 
company’s market share over the two previous years (in 2015 and 2016) , which 
were over three times as small,  and further confirmed by sales achieved by 
Sivantos in 2018 , which were all made to […], and also reflect two orders in 
June and October respectively  as a result from the public tender award, similarly 
as for 2017 .  
(307)  Tender -driven markets ar e prone to market share fluctuations, and high market 
shares in a given year are not necessarily evidence of market power. This is also 
indirectly the case for the overall wholesale market in Latvia, as the Parties’ 
customers bid for the public tender.  The market investigation indicates that 
hearing aid manufacturers do not influence whether their distributors participate 
or not in public tenders.167 
(308)  Furthermore, local distributors are able to switch supplier of hearing aid. Some 
distributors multi -source, su ch as Hearing Systems, which offers both GN and 
Sonova products. Similarly, Sivantos’ second Latvian distributor besides 
[Sivantos ’ main customer] , […] also sells Unitron (Sonova) products. None of 
Sivantos ’ local distributors are bound by exclusivity obli gations. This is in 
particular the case of […], whose orders accounted for most of the overall 
Latvian wholesale market in 2017 and 2018, and is not either contractually 
bound to purchasing certain volumes from Sivantos. […] considers that 
alternative manu facturers will remain on the market post -Transaction.168 
Similarly, Widex’s distributor indicated that it could procure hearing aids from 
another supplier in the future should it decide to do so.169 
 
                                                 
167  Non-confidential minutes of the call with a retailer active in Latvia of 5 December 2018.  
168  Non-confidential replies to questionnaire Q2 to retailers of hearing aids, question 37.  
169  Non-confidential minutes of the call with a retailer active in Latvia of 5 December 2018.  
 
62 Public market for the wholesale distribution  of hearing aids  in Latvia  
(309)  In the hypothetical public  market segment, the Parties would , post -Transaction,  
continue  to face competition from well -established players such as GN, William 
Demant, Sonova and Starkey, whose distributors all participated in the most 
recent Latvian public tenders. Market shares of most hearing manufacturers 
fluctuate over the years, depending o n the distributors that ultimately win the 
public tenders. A representative for the Latvian Deaf Association confirmed that 
most global hearing aid brands were represented in the most recent tender,170 
and appear to have also participated in the previous ten ders.  
(310)  The Parties are not particularly close competitors on the hypothetical public 
segment in  Latvia, as evidenced by the fact that the Parties’ distributors do not 
submit bids  the same categories of the public tenders. [Sivanto’s main 
customer] , which o nly sells Sivantos products via the public tender, exclusively  
focused on tenders for hearing aids for adults, whereas Widex’s only distributor 
[…] focuses on the paediatric tender, and did not bid in the adult tenders in the 
last three tender periods. Prices are considerably higher in the paediatric 
categories (EUR […]) than in the adult categories ( EUR […]), while  the 
wholesale price of Widex hearing aids in Latvia is at least EUR […], meaning 
Widex distributors could […] tenders in […] categories at […]. As a result, 
Widex’s distributor is generally unable to bid in […]categories.  
Private  market for the wholesale distribution  of hearing aids in Latvia  
(311)  In the hypothetical private market segment, the activities of the Parties’ 
distributors do not give rise to any affected market in Latvia.171 
(312)  Moreover, similarly as in the public segment, the Parties’ distributors have 
different strategies on the private market. Widex’s distributor focuses on […] 
hearing aids as a commercial strategy, and only sells around […] hearing aids a 
year on the private retail market (corresponding to less than [0-5]% of the 
estimated private wholesale  market in Latvia),172 whereas Sivantos does not 
market […] in Latvia . 
Conclusion  
(313)  Finally,  irrespective of the hypothetical split into priva te and public segments , 
no respondent to the market investigation, and in particular local distributors in 
                                                 
170  Non-confidential minutes of the call with a representative of the public authority of 7 D ecember 
2018.  
171  Based on (i) the Parties’ best estimate of their respective distributors’ sales into private and public 
segments as provided in the Parties’ reply to RFI 21, (ii) the Parties’ estimate of the total size of 
the overall market in Latvia as w ell as (iii) the proportion between the public and private markets 
as provided in the n on-confidential minutes of the call with a representative of the public 
authority, the Parties’ combined market share in the hypothetical private segment for the 
manufac ture and wholesale distribution of hearing aids in Latvia remains below 20%.  
172  Non-confidential minutes of the call with a retailer active in Latvia of 5 December 2018.  
 
63 Latvia, raised specific competition concerns in relation the Transaction and its 
potential  impact on the Latvian market.173 
(314)  The Commission , taking into  consideration all of the above, including the results 
of the market investigation, concludes  that the Transaction does not  raise serious 
doubts as to its compatibility with the internal market in relation to the market 
for the manufacture  and wholesale distribution  of hearing aids in Latvia  or in 
either of its hypothetical public and private segments . 
Lithuania  
(315)  The distinction between public and private market s as described in recital 49 
above is not applicable for Lithuania  as hearing aids are all sold by  
manufacturers to third -party distributors who act as local retailers.  
 Regulatory  background  
(316)  Lithuania has a public healthcare financing system, in which compulsory 
health care insurance is regulated by the National Health Insurance Fund  
(“NHIF ”). The NHIF  operates a reimbursement system for hearing aids , with 
contracts running on an annual basis from January to December.  Approximately 
90% of the hearing aids sold in Lithuania are (at least  partial ly) covered by some  
reimbursement . Only approximately 10% of the total volume  of hearing aids 
(typically higher -priced products) are purchased by  patients without any 
reimbursement . 
(317)  The public system in relation to the supply of hearing aids recently changed 
from a tender -based  to a list -based system.174 Under the previous scheme, the 
NHIF  was in charge of the organisation of public tenders. One supplier  (retailer)  
by tender category (based on the severity of the hearing loss) was selected every 
two to three years and became the sole supplier of that type  of hearing aids in 
the public market until the launch of the next tender. As from March 2017, all 
suppliers (retailers)  who want their hearing aids to be eligible for reimbursement 
must introduce a request to the NHIF .  
(318)  In practice, under the new procurem ent system, the NHIF  sets a maximum 
reimbursement amount for each of the nine categories of hearing aids. In order 
to qualify a hearing aid within a specific  category, each retailer  must offer at 
least one product that (i) meets the technical requirements of that category and, 
(ii) is fully reimbursed. If a retailer  offers one product meeting those two 
conditions, it can then qualify more products that meet the technical 
requirements of that category, at a price that exceeds the maximum 
                                                 
173   Non-confidential replies to questionnaire Q2 to retailers of hearing aids, question 59. Non -
confidential minutes of the call with a retailer active in Latvia  of 5 December 2018.  
174  Contrary to other EEA countries that rely on a list -based system (such as Czechia), the Lithuanian 
system does not establish one single list of regist ered hearing aid products, but publishes one list 
per retailer on its official website (cf. http://www.vlk.lt/veikla/veiklos -sritys/klausos -
aparatai/kusigytklausoapara/Puslapiai/default.aspx  consulted on 11 February 2019). While four (of 
the eight registered) retailers carry products of one single brand, two carry products of different 
brands from the same manufacturer and two carry several bra nds from different manufacturers. In 
practice, there are no common brands between retailers as, according to the official website, each 
brand (that is represented in the NHIF system) is exclusively carried by one retailer.  
 
64 reimbursement amount .175 The technical requirements are reviewed (and 
upgraded) every two to three years to ensure that the fully reimbursed products 
include the latest technical features.  
(319)  According  to the NHIF , this new system increases the choice of hearing aids 
available to patients since patients  can now choose between different products 
within each category.176  
(320)  The average whole sale price of hearing aids in Lithuania is EUR 94 , while the 
reimbursement usually varies from EUR  55 to EUR  160. Patients choosing 
hearing aids that exceed  the maximum reimbursement amounts have to pay the 
difference from their own pocket . Hearing aids are reimbursable  every five 
years for adults and up to every three years for children.177 
 The Parties' and their compe titors' market shares in Lithuania  
(321)  Despite the relatively small size of the Lithuanian market, all major hearing aids 
manufacturers , as well as second -tier players such as Audifon and BHM sell 
hearing aids in Lithuania. None of the manufacturers active in Lithuania  has a 
local presence: each of them sell s its products to local third -party  distributors, 
which are active at retail level.  
(322)  Widex has one Lithuanian distributor, Surdotechnika , which sells hearing aids 
under the Widex brand through its own retail stores at an average wholesale 
price of EUR […]. 
(323)  Sivantos is active in Lithuania through three distributors, UAB Klausos 
Technika (supplying hearing aids under the Signia (formerly Siemens), A&M 
([…]) and Rexton brands in Lithuania), UAB Laudata (supplying  hearing aids 
under the Rexton brand in Lithuania […]) and UAB Opera Klausos (supplying 
hearing aids under the AudioService brand […]). All Sivantos’  distributors are 
non-exclusive, and at least Opera and Laudata also sell other brands, 
respectively Unitron and Audifon . Sivantos’ average wholesale price in 
Lithuania reaches EUR […]. 
(324)  The Parties  provided market shares’ estimates for all players active i n Lithuania 
from 2015 to 2017.  
 
 
 
 
 
                                                 
175  The NHIF explained that this r ule applies to each retailer (and not per manufacturer  or brand). See 
non-confidential minutes of the call with the NHIF of 6 December 2018.  
176  Non-confidential minutes of the call with the NHIF of 6 December 2018.  
177  Ibidem . 

 
66 (328)  The market investig ation confirmed that the atypically high market share of 
Sivantos in 2017 was due to large wholesale orders placed by its new178 
distributor [Sivanto’s customer]  as a result of the procurement reform 
implemented in March 2017. [Sivanto’s customer]  explained that, at the time of 
the legislative change in 2017, they were one of the few companies  having 
products (Sivantos’ AudioService branded products) meeting the pricing 
conditions for full reimbursement.179 As a result  of both the introduction of the 
new list -based system and the fact that [Sivanto’s customer]  started stocking 
AudioService products in 2017 , sales of AudioService  branded  products 
increased significantly  and Sivantos’ market share grew proportionately.  This 
observation  is also confirmed by the NHI F, which indicated  that “ this may be 
linked to the fact that other suppliers at the time chose not to supply products for 
the listing price that was set / had no products that could be fully reimbursed to 
offer (and therefore, they [couldn’t]  qualify any p roducts in the categories 
concerned) ”.180 The high fluctuation of market shares and the fact that the 
increase of Sivantos’ market shares (and the corresponding decrease of William 
Demant’s and Sonova’s market shares) occurred during the period in which a 
number of William Demant and Sonova produc ts were not eligible for 
reimbursement illustrate the competitive constraint exerted by competitors on 
the Parties. The Commission considers that such ability of competitors to fill in 
a gap in the market demonstrates the degree of competitive pressure in the 
market for hearing aids in Lithuania.  
(329)  Moreover , substantially more hearing aid products are  listed in the 2019 NHIF 
list than in 2017 (when the new list -based system was introduced) and will exert 
a competitive pressure on the Parties post -Transaction.  More specifically and 
contrary to the situation in 2017, the list published by the NHIF  in 2019181 
counts, for each individual category,  a minimum of three additional 
manufacturers (on top of  the Parties ) whose products will remain available to 
patients pos t-Transaction . In fact, in the first four categories (for children), 
William Demant (Oticon, Bernafon), Sonova (Unitron, Phonak) and GN 
(ReSound) products  are represented, while in the remaining categories (for 
adults) , in which the Parties’ products overl ap, William Demant (Oticon), 
Sonova (Phonak), GN (ReSound) and Starkey (Starkey) products are 
represented on top of the Parties’ products.  
(330)  Therefore, the Commission considers that, although the 2017 market share 
figures are more appropriate than the 2015 o r 2016 figures to assess the future 
market conditions under the new NHIF system, these figures largely  
overestimate the Merged Entity’s (and, in particular, Sivantos’) actual market 
power in Lithuania.182  
                                                 
178   As this distributor started to introduce the AudioService brand shortly before being registered on 
the NHIF list, the Commission understands that it had to place a large first -time order in order to 
build its initial stock and be able to immediately serve the market.  
179  Non-confidential minutes of the call with a retailer active in Lithuania of 6 November 2018.  
180   Non-confidential minutes of the call with the NHIF of 6 December 2018.  
181   http://www.vlk.lt/veikla/veiklos -sritys/klausos -aparatai/kusigytklausoapara/Puslapiai/default.aspx  
consulted on 11 February 2019  
182  This is confirmed by Sivantos’s estimate of its 2018 market share which dropped by [5-10]% in 
Lithuania between 2017 and 2018 (Parties’ reply to RFI21).  

 
68 underestimating the market shares of others (Sonova). In addition, the market 
investigation revealed that second -tier players are also active in Luxembourg.184 
(337)  The Parties’ combined market share in Luxembourg being below  25%, the  
Transaction is unlikely to raise concerns on this market.185 
(338)  Post-transaction, the Parties will continue to face significant competition from 
the market leader, Sonova, with a [50-60]% market share and its own route to 
market with the audiology  retail chain Lapperre. In addition, the Parties will be 
constrained by William Demant , which  is active in Luxembourg through a third -
party distri butor, and the  German hearing aid manufacturer Audifon (Kind) , 
who has a retail presence in Lu xembourg . Moreover , despite not being directly 
or indirectly (through third -party distributor) active in Luxembourg, Starkey and 
GN’s hearing aids are also available on the Luxemburgish market , illustrating 
the low barriers to entry and the ease with which retailers can start  distributing 
new brands of hearing aids. The Merged Entity  would therefore continue to face 
significant competition in Luxembourg.  
(339)  Finally, the market participants  who participated in the market investigation , and 
in particular retailers active in Luxembo urg, did not raise any  concerns in 
relation the Transaction.  
(340)  In light of the above, the Commission considers that the Transaction does not  
raise serious doubts as to its compatibility with the internal market in 
Luxembourg . 
Malta  
(341)  The Maltese  hearing aid market is split between public sales, administered 
through tenders organised by the public hospital  and which account  for around 
40% of hearing aids dispensed to patients in Malta , with the remaining 60% 
being dispensed via approximately ten  private independ ent retailers . While the 
Maltese social system does not generally provide for reimbursement, financial 
aid is granted by the government exclusively for children and disabled patients 
with special needs.  The financial aid in such cases is organised by the local 
Ministry of Health and applies to hearing aids supplied through the public 
hospital. The public tenders are structured around three different categories 
based on the severity of hearing loss into ( i) mild -to-moderate, (ii) moderate -to-
severe and (iii) severe -to-profound.  Each tender category covers limited 
amounts of between 60 to 350 devices and is put out to tender every two to three 
years. Over this period, the retailer who won the tender  in a gi ven category  is the 
sole supplier of hearing aids belonging to this category . Some hearing aids are 
however also dispensed through the public hospital without financial aid and 
with full out -of-pocket payment by the patient.  
(342)  No hearing aid manufacturer  has a local wholesale or retail presence in Malta . 
The Parties  each serve the Maltese  market via  two separate  local third -party 
distributors who are vertically integrated into the retail market and 
independently decide whether to participate or not in public tenders organized 
                                                 
184  Non-confidential replies to questionnaire Q3 to large retail chains, questions 1 and 4.  . 
185  Horizontal Merger G uidelines, paragraph 18.  

 
70 (346)  In light of the above, the Commission considers that t he Transaction does not  
raise competition concerns on th e overall  market  for the manufacture and 
wholesale distribution of hearing aids in Malta . 
Public market for the wholesale distribution  of hearing aids in Malta  
(347)  To the Parties’ knowledge, only one of Sivantos’s local distributors sold a 
limited amount ( […] hearing aid devices) of products to the Maltese public 
hospital in 2016.  As a result, the activities of the Parties’ distributors do not 
overlap in the public segment over 2015 -2017.  
Private  market  for the wholesale distribution  of hearing aids in Malta  
(348)  In the hypothetical private market segment covering around 60% of the total 
market, the Parties estimate that their  combined market shares amount to [20-
30]% in 2015, [5-10]% in 2016 and [30-40]% in 20 17.187 
(349)  The Commission’s market reconstruction for  the Parties’ 2017  market share in 
the private segment does , however , not substantiate the Parties’ best estimate 
and shows that the Merged Entity’s combined market share would in any event 
(and under a conser vative approach) remain below 30%.  
(350)  Post-Transaction , the Merged Entity would continue to face competition from 
multiple global players including Sonova, William Demant, Starkey as well as  
second -tier manufacturers.  
(351)  While one respondent to the Commission’s market investigation considers that 
patients’ choice may become more limited post -Transaction, retailers active in 
Malta consider that having access to two to three  different suppliers is sufficient 
to cover the full range of products, including la test innovations, at reasonable 
price points.188 Given that, post -Transaction, four global competitors a s well as  
second -tier players remain active on the Maltese market, the Transaction is 
unlikely to significantly affect the competitive dynamics in the hypothet ical 
private segment of the market for the wholesale distribution of hearing aids in 
Malta . 
Conclusion  
(352)  In general terms, irrespective of a hypothetical split into private and public 
segments,  market participants in Malta confirmed that no particular impact  of 
the Transaction could be expected in the market for the manufacture and 
wholesale distribution of hearing aids in Malta.189 One respondent to the 
Commission’s market investigation explained that the Maltese market is 
characterised by “ considerable price competition ”.190 
                                                 
187  The Parties were unable to provide specific market share estimates per competitor in the 
hypothe tical private market for the wholesale distribution of hearing aids in Malta.  
188   Non-confidential replies to questionnaire Q2 to retailers of hearing aids, question 19.  
189   Non-confidential replies to questionnaire Q2 to retailers of hearing aids, question 59.  
190   Non-confidential replies to questionnaire Q2 to retailers of hearing aids, question 21.  
 
71 (353)  The Commission, taking into consideration all of the above, including the results 
of the market investigation, concludes that the Transaction does not  raise serious 
doubts as to its compatibility with the internal market in relation to the 
manufacture and wholesale supply of hearing aids in Malta  or in either of its 
hypothetical public and private segments . 
The Netherlands  
(354)  The distinction between public and private market s as described in recital 49 
above is not applicable for the Netherlands  as hearing aids are exclusively 
dispensed through retail stores (be it independent stores or large multinational 
chains).  
(355)  The Netherlands  is a well -developed market  with around 300 000 units sold in 
2017  in approximately 1  100 points of sale . The ASP of h earing aids at 
wholesale level in the Netherlands is at EUR 198, which is lower than the EU -
wide ASP at EUR  255, while the average retail price reaches EUR [870 -
1 000].191  
(356)  Similarly to other EEA countries, a patient suffering from hearing impairment in 
the Netherlands need to visit an ENT or an audiologist at a private dispenser in 
order to be provided with a prescription determining the category of hearing aid 
for which the  patient is eligible to receive reimbursement.  
(357)  Reimbursement in the Netherlands used to be among the most generous in the 
EEA , with reimbursements  up to EUR 500 per hearing aid (including services 
provided by the audiologists). However, in 2013, there was  a reform within the 
reimbursement system that significantly reduced sales, since reimbursement is 
now linked to the severity of the hearing loss.  
(358)  Today, there are five categories of hearing aids based on the severity of the 
patient's hearing loss and the need for a high performing hearing aid (category 5 
being prescribed to people with severe hearing loss and high necessity for a high 
performing hearing). Preconditions of reimbursement are that the patient 
chooses a hearing aid within the prescribed hearin g aid category, and that he/she 
obtains the hearing aid in the shop of a dispenser that has a contract with an 
insurance company (a bout 83 -85% of hearing aids in the Netherlands are 
dispensed through shops that have contracts with a health insurance compan y). 
The reimbursement is administered by the Dutch Ministry of Health, and 
subsidies are provided by health insurance companies which act privately, but 
are directly linked to the Dutch government by the Ministry of Health.  
(359)  Health insurance providers reim burse 75% of the retail price of a hearing aid 
within the category for which the patient qualifies (patients paying the 
remaining 25%). The maximum price per hearing aid differs per insurance 
company, based on the contract in place between the insurance co mpany and 
retailers, being specified that the majority of these contracts are won following 
tender procedures organised by health insurance companies where price is a key 
driver. The Parties argue that s ince reimbursement rates have been reduced, 
indirect pressure is mounting on manufacturers of hear ing aids: e ven though 
                                                 
191  Parties’ response to the Commission's request for information RFI 19, questions 1 and 3.  

 
73 (365)  The market share estimates of the Parties are overall in line with the 
Comm ission’s market reconstruction and the difference will not impact the 
competitive assessment.  
 The Parties’ view  
(366)  According to the Parties , the Dutch market is highly competitive, with strong 
manufacturers, such as GN (the largest player on the market) as well as William 
Demant and Sonova. The Parties also submit that, since the 2013, health 
insurance companies have exerted a downward pressur e on wholesale prices: 
according to the Parties, wholesale prices of hearing aids in the Netherlands are 
lower than the EU average  and have in fact decreased by up to 10% per year 
over the past three years.  
 The Commission’s assessment  
(367)  First, the Commission notes that the Parties do not have a particularly large 
market share and a number of strong competitors would  remain in the market 
post-Transaction. The Merged Entity  would  continue to face vigorous 
competition from GN, with a [20-30]% market share , as well as Sonova ( [20-
30]% market share ) and William Demant ( [20-30]% market share ), with their 
own route to market, and Starkey ( [0-5]% market share ). In addition, the Parties 
provided market share data showing that during the period 2012 -2016, William 
Demant ’s market share increased from [20-30]% to [30-40]% (and then dropped 
to [20-30]% in 2017)  and GN’s market share grew from [10-20]% to [20-30]%, 
illustrating the dynamics in the market and the degree of competitiveness of the 
marketpla ce.  
(368)  Second , customers can switch among suppliers with relative ease. Contracts 
with retail ers are always contestable  and can be easily terminated given that they 
are generally entered into for a period of one year or can be terminated at any 
moment by the  retailer .192 Independent retailers are typically not subject to 
exclusivity clauses, meaning they can progressively insert new suppliers into 
their product mix and they typically carry products from at least three  suppliers, 
which enable them to easily re -allocate the share of wallet of their suppliers.193 
This also applies to larger chains that generally follow a multi -brand strategy 
and can therefore switch by simply increasing or decreasing volumes from a 
certain supplier without the adjustment or amendment  of their contracts being 
required.194 In this respect, Sivantos explained that […] decided to […] 
Sivantos' products in the Netherlands (in favour of […]’s products) following 
Sivantos' decision […] at the time of the implementation of the new 
reimbursement  system in 2013.   
(369)  Third , the Parties are not close competitors. The market investigation confirm s 
that all hearing aid manufacturers constitute credible suppliers and that no 
competitor is more innovative than others.195 While Widex generates the 
                                                 
192   Non-confidential replies to questionnaire Q2 to retaile rs of hearing aids, question 6.  
193   Non-confidential replies to questionnaire Q2 to retailers of hearing aids, question 15.  
194   Non-confidential replies to questionnaire Q3 to large retail chains, question 24.  
195   Non-confidential replies to questionnaire  Q2 to retailers of hearing aids, question 18 and non -
confidential replies to questionnaire Q3 to large retail chains, question 23.  
 
74 majority ( […]%) of its sales with independent retailers , Sivantos only generated 
[…]% through this channel of distribution and focuses its efforts towards large 
chains ( […]%) and buying groups ( […]%). This is further illustrated by the fact 
that, other than large cha ins ( […]), the Parties' do not have any common 
customers.  
(370)  Fourth , the repl ies to the market investigation  expressed a relatively neutral 
position concerning the potential impact of the Transaction.196 The vast majority 
of respondents  consider that, post -Transaction, there will still be a sufficient 
number of competing manufacturers to exert a competitive constraint on the 
Merged Entity .  
(371)  The Commission, taking into consideration all of the above, including the results 
of the market investigation, concludes  that the Transaction does not  raise serious 
doubts as to its compatibility with the internal market in relation to the 
manufacture and wholesale supply of hearing aids in the Netherlands . 
Norway  
(372)  The distinction between public and private market s as descri bed in recital  49 
above is not applicable for Norway.197  
 Regulatory background  
(373)  Similarly to other Nordic countries like Denmark and Sweden, Norway offers  
hearing aids directly through its public healthcare system and the Norwegian 
market is characterised by  the use of tendering procedures.  
(374)  Public tenders are administered by the Norwegian Labour and Welfare 
Administration (“ NAV ”), a public procurement body in charge of organising 
tenders every two to four years to select the hearing aids dispensed at public 
hospitals and clinics. All hearing aids dispensed through the public system are 
subject to the same fixed reimbursement level ( EUR 620 in 2018, including 25% 
VAT). In practice, the vast majority of hearing aids are provided free of charge 
to patients.  
(375)  Contracts resulting from NAV’s tenders run for two to four years: an initial 
period of two years with the possibility for NAV to extend it twice by one  year.  
Contracts resulting from the latest NAV tender will run until September 2019.  A 
new tender has bee n launched on 16 December 2018; participants had until 31 
January 2019 to submit their bids. The results of the tender are expected to be 
published in April 2019 and the new contracts are expected to be signed in May 
2019.  
                                                 
196   Non-confidential replies to questionnaire Q2 to retailers of hearing aids, questions 59 and 60 and 
non-confidential rep lies to questionnaire Q3 to large retail chains, questions 82 and 83.  
197   Virtually all sales of hearing aids in Norway are made through the public system, and the Parties’ 
(marginal) sales outside of the public system are made by the Parties directly to p atients (in most 
instances, this concerns sales of replacement hearing aids not covered by the public system). As a 
result, a distinction between public and private markets in Norway is irrelevant for the purpose of 
the present case.  
 
75 (376)  NAV structures the tender process  around product categories. There were eight  
different categories in the most recent tender launched in 2014 (with contracts 
resulting from this tender entering into force on 1 October 2015), 14 categories 
in the 2011 tender, and two categories in the 2009  tender. In each category, 
hearing aids must meet specific and detailed technical requirements to address 
specific hearing loss problems.  
(377)  As part of its selection process, NAV assigns a score to each product tendered , 
based on a point system for technical  features ( typically 70% of the final note) 
and prices ( typically 30% of the final note). Each participant can submit 
multiple bids (one bid per product) within a same category. Products with the 
best price/quality ratio are selected and ranked from the hi ghest to the lowest 
score. The number of products selected in each category is at the discretion of 
NAV . For instance,  23 products were selected in category 4 (concerning so -
called “Mini” hearing aids) of the 2014 tender , while  24 products were rejected 
due to low ranking of price/performance and five products were not qualified . 
On the other hand,  all 14 products which tendered for category 3 (concerning 
so-called “Superpower” RIC hearing aids) were ultimately selected . Participants 
typically do  not know in advance how many bids will be selected within each 
category.  
(378)  The new tender that was published in December 2018 contains 18 products 
categories. The segmentation into more categories aims at making it easier for 
small suppliers to fulfil the technical requirements set by NAV (instead of broad 
categories covering several types of products) and therefore to participate in the 
tender. In this tender, NAV also gives more importance to price (which accounts 
for 35 -45% of the final note in most cate gories and up to 100% of the note for 
five categories, therefore increasing competition between manufacturers and 
exerting a downward pressure on prices).  
(379)  In practice, due to the lower importance given to price in the 2014 tender (30% 
of the final note to quality a product), the reimbursement level determined by 
NAV acts as a focal point that eliminates price competition (everyone just bids 
at the level that NAV reimburses).198 According to the Parties, the approximate 
ASP of hearing aids in Norway in 2017 wa s EUR 468 per hearing instrument.  
According to NAV, the high level of prices in Norway compared to other EEA 
countries with similar functioning (such as Denmark) is explained by the fact 
that (i) the reimbursement level acts as a focal point, (ii) only the  most advanced 
hearing aids including the latest technological features are offered to patients, 
and (iii) additional services are included for the price, such as the possibility for 
patients to try hearing aids for a period of up to six months free of cha rge.199 The 
level of price is however  expected to decrease (at least for some product 
categories) due to the new selection criteria set by NAV in the ongoing tender.  
(380)  After  the tender contract is awarded, public hospitals and clinic s can procure the 
hearing a ids listed by NAV directly from the suppliers (who in turn will invoice 
                                                 
198   According to NAV, hearing aids are usually priced close to the maximum level of reimbursement 
(73.6% of the products are priced below the reimbursement level, 16.6% of the products are priced 
at the reimbursement level, and only 9.8% of the products are priced above the rei mbursement 
level). See non -confidential minutes of the call with NAV of 26 October 2018.  
199   Non-confidential minutes of the call with NAV of 26 October 2018.  


 
78 (388)  An analysis of the Parties’ position within each product category shows that the 
Parties are not close competitors and other strong players will continue to 
constra in the Merged Entity post -Transaction. While in several categories the 
Parties’ combined market share remains  moderate (below 30%), with the 
presence of other strong competitors, in the other categories, the data provided 
by NAV shows that the Parties are not each other’s closest competitor. Indeed, 
even if Widex holds a market share of [40 -50]% in category 4 ; the Transaction 
would not bring about a significant change on the market since the increment 
brought about by Sivantos would  be minimal,  amount ing to [0-5]%, and the 
Merged Entity  would continue to face the competition of strong players such as 
Sonova with a market share of [30-40]%, and Starkey with a market share of 
[10-20]%. The same holds true for the tender category 8 (concerning tinnitus 
therapy instruments) where Sivantos holds a market share of [50-60]%; the 
Transaction would not bring about a significant change on the market since the 
increment brought by Widex would be minimal, amounting to [0 -5]% and the 
Merged Entity  would continue to face t he competition of strong players such as 
Sonova with a market share of [10-20]%, William Demand with a market share 
of [10 -20]%, as well as GN and Starkey with a market share below 10% each.  
(389)  In addition , according to the NAV, the increase in the number of categories 
(from 8 to 18) is expected to attract smaller suppliers who will be able to meet  
the technical requirements set by NAV and thus to participate in the tender. The 
relatively higher importance gi ven to price is also expected to increase price  
competition between manufacturers and exert a downward pressure on price 
levels in Norway . 
(390)  Finally, as concerns future tenders, the market investigation indicated that the 
Merged Entity  will continue to be su bject to sufficient competitive constraints. 
Specifically, NAV considers that “ all manufacturers are perceived by NAV as 
being innovative companies and they all compete fiercely ” and that “ a sufficient 
number of hearing aid suppliers will remain active on the market and ensure its 
competitiveness ”.204 
(391)  As regards competition in the market, an analysis of the Parties’ position within 
each of the 2014 tender category between 2016 and 2017  illustrates the 
competitiveness of the Norwegian market : while Sivantos’s market share 
decreased significantly in category 8 in favour of William Demant’s share , 
Widex’s  market share  dropped dramatically in favour of Sonova in category 8 . 
This high fluctuation of market shares and the increase of (i) Sivantos’ market 
shares (and the corresponding decrease of William Demant’s market shares) and 
(ii) Widex’s market shares (and the corresponding decrease of Sonova’s market 
shares) illustrate the competitive constraint exerted by competitors on the 
Parties.   
(392)  The Commission, taking into consideration all of the above, including the results 
of the market investigation, concludes that the Transaction does not  raise serious 
doubts as to its compat ibility with the internal market in relation to the 
manufacture and wholesale supply of hearing aids in Norway . 
                                                 
204  Non-confidential minutes of the teleconference with NAV dated 26 October 2018.  
 
79 Poland  
(393)  The Polish hearing aid market is entirely private and therefore the split between 
public and private is not applicable. The Polish market  had a total market size of 
159 000 units in 2017. The market has been growing over the past years at a rate 
of 5-7% per year. There are approximately 2  200 points of sale. Half of these 
retail stores are retails chains and independent audiologists wherea s the other 
half is owned fully or partly by manufacturers.  
(394)  In the Polish hearing aid market reimbursement is available for hearing aids via 
public health programmes administered by the National Health Fund (NFZ) on 
behalf of the Ministry of Health in Pola nd. The NFZ provides a flat 
reimbursement of EUR 166 per hearing aid for all adults every five years. For 
children, there is an increased reimbursement rate of EUR 444 per hearing aid. 
Patients suffering from binaural hearing loss can receive up to full 
reimbursement. Repairing costs are not reimbursed, but manufacturers must 
provide a 30-month manufacturer guarantee in order to qualify from 
reimbursement.  
(395)  Similar to other EEA markets , a patient in Poland suffering from hearing 
impairment must receive a pr escription from one of the approximatively  4 500 
ENT s in order to benefit from reimbursement. Hearing aids are sold by private 
hearing aid clinics (retail stores), and the clinic takes care of the reimbursement. 
Nearly all hearing aid purchases are made on  the basis of an ENT prescription, 
and almost all patients “top up” their hearing aids by paying an amount that 
exceeds the reimbursement rate. Approximately 40 % of all patients with NFZ 
prescriptions apply for an additional reimbursement from the State Fu nd for 
Rehabilitation of Disabled Persons, which is administrated by the Ministry of 
Social Affairs of Poland. As the waiting list is long (up to one year), this 
application can delay the fitting of the hearing aid. Only a very limited number 
of users pay for their hearing aids entirely by themselves without 
reimbursement. This is, for example, the case for users who have lost a hearing 
aid.  
(396)  The retail market comprises (i) a number of manufacturer owned retail stores : 
the Sluchmed chain (between 300 -450 POS and owned by William Demant), the 
Audiofon chain (roughly 300 POS and owned by Widex), the Geers chain 
(roughly 200 POS and owned by Sonova), the MarMed chain (roughly 50 POS 
and owned by Starkey) and Kind which owns  85 POS, (ii) buying groups and 
franchise chains like Amplifon with around 60 POS  and (iii) independent retail 
stores.  
 The Parties' and their competitors' market shares in Poland  
(397)  All six major manufacturers of hearing aids and Audifon ( Kind ) are present in 
Poland. In addition, a number of smaller competitors, such as the Spanish 
manufacturer Microson, the Chinese manufacturer AST, and the Austrian 
manufacturer BMH, are also active in Poland.  
(398)  Sivantos is active in Poland through its wholesale affiliate Sivant os Sp. z.o.o.  
and sells hearing aids under the brands Signia and Audio Service. Sivantos sells 
the majority of its volume to independent retailers (approximately 70 %) of sales 

 
81  Competitive assessment: the Commission’s view  
(403)  First, the Commission notes that the Transaction combines the third and fourth 
player in the market and creates a new number one with rou ghly a [30-40]% 
market share. Post -Transaction, the Merged Entity  would  continue to face 
competition from William Demant ( [20-30]%), Sonova ( [20-30]%), GN ( [0-
5]%), Starkey ( [0-5]%) with their own route to market. Smaller companies such 
as Kind are also pr esent in the Polish heading aid market with a direct route to 
market.  
(404)  Second, the Parties ’ closeness is limited as they target different route s to market. 
Whereas Widex sells mostly to […] with [a vast majority]  of its total sales in 
2017 in Poland and th e rest of its sales to […], Sivantos is mostly focused on 
sales to […] retailers for [the vast majority]  of its total sales in 2017 in Poland. 
Furthermore, there is a very limited subset of common customers. These 
common customers usually also carry additi onal brands from different 
manufacturers.  
(405)  In addition , no respondent to the market investigation, and in particular retailers 
active in Poland , raised substantiated concerns in relation to the Transaction.   
(406)  The Commission, taking into consideration all o f the above, including the results 
of the market investigation, concludes that the proposed Transaction does not  
raise serious doubts as to its compatibility with the internal market in relation to 
the manufacture and wholesale supply of hearing aids in Po land.  
Portugal  
(407)  The Portuguese  hearing market is split between public sales, which account for 
around 10% of hearing aids dispensed to patients in the country, with the 
remaining 90% being dispensed via private retailers, including both independent 
shops, and l arge chains such as GAES/Amplifon .  
(408)  The public market typically offers lower -end hearing aids that can be distributed 
free of charge through public hospitals. P ublic hospitals in Portugal collect (at 
least three) quotes from retailers before prescrib ing hearing aid s to a specific 
patient. In addition, there is one national tender covering less than 1% of the 
total hearing aid market in Portugal which takes place annually. In both cases, 
price  is the key factor  for hearing aid manufacturers to be retain ed. Widex does 
not participate in the  per-patient “tenders” . The company previously participated 
in the national tender, but has not done so in any of the last three years due to a 
substantial price drop. Sivantos did not register any sales to the public s ector in 
Portugal over the last three years. As a result, there is no overlap on the public 
market in the Portugal between the Parties, and the competitive assessment in 
the present section focuses on the private wholesale market.  
(409)  Sivantos does not have a local presence in Portugal, whereas Widex  is active 
both at wholesale and retail level.205 Out of the other major he aring aid 
manufacturers active in Portugal, only GN operates  through a local wholesale 
                                                 
205  There is no ver tically affected market in Portugal due to the Parties’ limited market share (below 
30%) on both the upstream and downstream markets.  


 
84 competition from all global competitors and a number of second-tier players 
including the Japanese-based manufacturer RION and BHM.213, 214 
(419)  In Romania, the Parties are not close competitors. First, they serve opposite 
extremities of the performance level spectrum.  Sivantos mainly sells products of 
its lower-end brands AudioService ( […]%) and A&M ( […]%). Only […]% of 
Sivantos sales in Romania in 2017 covered higher-end (Signia ) products in 
2017 . Sivantos sales in Romania focus on the least technologically advanced 
products of Sivantos’ portfolio, while the vast majority of Widex products cover 
higher-end products of the Widex brand ( […]%).215 Only […]% of Widex’ sales 
in Romania c orrespond to Widex’s lower -end brand Coselgi. The Parties’ 
differentiated strategies in Romania are further reflected in the very different 
average wholesale prices achieved by either Party: in 2017, Widex achieved an 
average wholesale price of EUR […] whi le Sivantos achieved an average 
wholesale price of only EUR […].216 
(420)  Second, the Parties do not share any common distributor and use different routes 
to market. While Widex’s distributor Sonorom is marginally active in the 
wholesale market and acts as Widex’s  exclusive distributor mostly in its own 
retail stores, Sivantos’ distributors are more largely active at wholesale 
distribution level and commercialise some Sivantos products in their own retail 
stores. 
(421)  Third, the market investigation confirmed that the Parties are not particularly 
close competitors in Romania. In particular, no respondent identified either 
Party as being particularly close to the other. On the contrary, Sonova, GN and 
William Demant were quoted by distributors and retailers as Sivantos’s and 
Widex’s closest competitors.217 More specifically, one market participant in 
Romania notes that “ Sivantos and Widex are on the opposite spectrum of 
amplification philosophy - Widex is traditionally more conservator, more noise 
reduction savvy, whereas Sivantos is more aggressive, more intrusive ”.218 
(422)  Moreover, distributors in Romania typically enjoy the possibility of switching 
between several hearing aid suppliers.  Unlike Widex’s distributor […] , several 
distributors active in Romania, including Sivantos’ d istributor Soundservice,219 
carry multiple brands, which allows distributors to readily switch between 
hearing aids of different manufacturers and reallocate their respective share of 
                                                 
213   Non-confidential replies to questionnaire Q1 to competitors, question 4.  
214   The Notifying Parties explain that the Chinese manufacturer LiSound is actively selling hearing 
aids in Romania via online sales channels, but this information could not be confirmed during the 
Commission’s market investigation. Similarly, the Notifying Parties claim that the Turkish 
manufacturer Eartechnic is present in Romania, but this information could not be confirmed. 
215   Assessment based on the Parties’ response  to the Commission's request for information RFI 12, 
question 4. 
216   This compares to ASP of major competitors ranging between EUR 40 and EUR 180. In other 
terms, Sivantos products are sold within the ASP range achieved by competitors, while Widex is, 
by some distance, the most expensive hearing aid wholesale active in Romania. 
217   Non-confidential replies to questionnaire Q2 to retailers of hearing aids, questions 39 and 40. 
218   Non-confidential replies to questionnaire Q2 to retailers of hearing aids , que stion 59.  
219   Soundservice distributes products of the AudioService (Sivantos), Phonak (Sonova), Sonic 
(William Demant) and Audifon (Kind) brands ( http://www.soundservice ro/produse-proteze-
auditive , consulted on 24 January 2019). 
 
85 wallet. For instance, in 2017, the Romanian distributor of the Phonak (Son ova) 
brand stopped distributing Sonova products and reallocated its purchases in 
favour of other manufacturers . While Widex’s distributor […] exclusively 
carries Widex products, its contract with Widex does not contain any exclusivity 
clause.  
(423)  Finally, no m arket participant raised particular concerns with respect to the 
Transaction in Romania. More specifically, respondents do not expect any 
particular effect of the Transaction on the wholesale market in Romania.220 
(424)  In light of the above, the Commission consid ers that the proposed Transaction 
does not  raise serious doubts as to its compatibility with the internal market with 
regard to horizontal non -coordinated effects in the market for the production and 
wholesale  of hearing aids in Romania.  
Slovakia  
(425)  The distinction between public and private market s as described in recital 49 
above is not applicable for Slovakia as there are no public tender s in Slovakia 
and hearing aids are exclusively prescribed by ENTs and sold via authorized 
retailers.  
(426)  All major heari ng aid manufacturers, with the exception of Widex, are active in 
Slovakia through third -party distributors or sell directly to Slovakian retailers 
from wholesale affiliates located in neighbouring countries.  
 Regulatory background  
(427)  In Slovakia, h earing aids are eligible for reimbursement via both public and 
private health insurance schemes , up to a fixed level of EUR 250 for one 
custom ised hearing aid . Insurance schemes, both public and private, use 
standard contracts with hearing aid distributors, for which there are no tenders or 
negotiations.  
(428)  To qualify for reimbursement,  hearing aids must be registered in an official list 
at a fixed price  (consist ing of a base price negotiated between hearing aids 
manufacturers and distributors, as well as a 20% profit ma rgin and VAT). Once 
the price of a  specific  hearing aid model has been fixed  accordingly  at national 
level , it cannot be modified . The registration process, which is carried by the 
hearing aid manufacturers’ local affiliate or distributor involves low fees , but is 
complex and takes around 6 -9 months on average.  
(429)  Patients must visit an ENT and obtain a prescription to benefit from the 
reimbursement scheme. The ENT examines the patient, then may conduct tests 
using two different hearing aid brands and/or provi des the patient with a list of 
suitable hearing aids, and then provides the patient with a prescription for a 
specific hearing aid model. ENTs are prohibited by law from selling hearing 
aids directly to customers or from receiving payment from suppliers ba sed on 
                                                 
220   Non-confidential replies to questionnaire Q2 to retailers of hearing aids, question 59.  

 
87  The Commission’s assessment  
(434)  All major players, except Starkey, are active in Slovakia along the Parties . 
While the Merged Entity would take over Widex’s place as the largest player in 
the Slovakian market, it would continue to face strong competitors such as 
Sonova ( [20-30]% market share ), GN ( [20-30]% market share ) and William 
Demant ( [10-20]% market share ). According to the Parties, Starkey is expected 
to be  currently  exploring opportunities for entering the market through a local 
distributor. Besides the major players, second tier competitors such as Audifon 
also offer products on the Slovakian market.  
(435)  Furthermore, t he increment brought by the Transaction remains limited (below 
5%). Among the major hearing ai d manufacturers, Sivantos is the smallest 
player  in Slovakia  through one single  exclusive third -party distributor.  
(436)  In addition, Sivantos and Widex  have very different market positioning in 
Slovakia and , as a result, do not appear as particularly close com petitors. The 
Commission’s  comparative assessment of performance levels in Slovakia in fact 
shows that Sivantos is offering a high proportion of lower -end products, while 
Widex focuses on middle -class products.  
(437)  Finally, no respondent to the market investig ation, and in particular retailers 
active in Slovakia, raised specific competition  concerns in relation to the 
Transaction and its impact on the Slovakian  market.224 
(438)  The Commission, taking into consideration all of the above, including the results 
of the market investigation, concludes that the Transaction does not  raise serious 
doubts as to its compatibility with the internal market in relation to the 
manufacture and w holesale supply of hearing aids in Slovakia.  
Slovenia  
(439)  The distinction between public and private market s as described in recital 49 
above is not applicable for Slovenia as hearing aids are exclusively dispensed 
through private retailers.  
(440)  Out of all the maj or manufacturers  of hearing aids, only Widex has a direct 
presence through a local wholesale affiliate. Other players, including Sivantos, 
are either active through third -party distributors or sell directly to Slovenian 
retailers from wholesale affiliates located in neighbouring countries. Widex is 
also active on the retail market, with 10 points of sale in Slovenia.  
(441)  The Health Institute of Slovenia (the " HIS") provides reimbursements of up to 
EUR 300 for the purchase and fitting of hearing aid s. If the pri ce of hearing aids 
exceeds the reimbursement level, patients need to pay for the difference. T he 
Parties estimate that  a majority of patients in Slovenia pay up to an additional  
EUR 300 fo r hearing aids . Only 10% of patients procure  hearing aids outside of 
the reimbursement system  (without any reimbursement).  
                                                 
224   Non-confidential minutes of calls with a retailer active in Slovakia of 7 November 2018 and non -
confidential minutes of the call with a retailer active in Slovakia of 21 November 2018.  

 
89 between the Parties  as Sivantos is only indirectly active  in Slovenia  via a 
distributor . 
 The Commission’s assessment  
(447)  As can be seen in Table  28, the Parties estimate that, in 2017, their combined 
market share would  be higher than 50% (60% under the market reconstruction).  
Other player s whose products are supplied (directly or indirectly) in Slovenia 
include William Deman t, Sonova , and G N. In addition, the market investigation 
confirmed that Starkey entered the Slovenian market in 2018  through a third -
party distributor vertically integrated into retail .226 It also revealed that  BHM 
was marginally present in the country.   
(448)  […] Austria -based retailer Neuroth, the leader of the retail market in Slovenia, 
which  operates 21 points of sale  in the country. Neuroth benefits from a strong  
brand recognition due in particular to its aggressive marketing activities.227 In its 
Slovenian outl ets, Neuroth offers  Sivantos products , […], but also products from 
Sonova and William Demant. Neuroth does not market Widex products in 
Slovenia , although it did so in the past.  
(449)  Sivantos sales to Slovenia are indirect, and the company does not have the 
ability to single -handedly increase or decrease its supply to the Slovenian 
market, or modify the relevant prices, should it decide to do so. Sivantos sales to 
Neuroth take place wi thin the framework of a […] contract that covers […], 
which are much larger end markets than Slovenia.  Under the […] contract , […]. 
(450)  On […]. As a result, the expected share of supply of Sivantos to customers in 
Slovenia is expected to decrease […].228. By con trast, sales of hearing aids from 
other manufacturers (in particular William Demant’s and Sonova’s, which are 
currently dispensed by Neuroth in Slovenia ) are expected to grow proportionally 
to the decrease of Sivantos’ market share.  
(451)  Furthermore, a sufficie nt number of alternative manufacturers will remain active 
in Slovenia  post-Transaction. All the main manufacturers of hearing aids, are 
active in Slovenia , as well as second -tier manufacturers such as BHM to a very 
limited extent.  Starkey entered the Slove nian market in 2018, which has had a 
positive impact on the competitive landscape .229 All of the major hearing aid 
manufacturers have hearing aids  eligible  for reimbursement in Slovenia .  
(452)  Finally, no respondent to the market investigation, and in particular retailers  in 
Slovenia , raised credible  concerns in relation the Transaction and its impact on 
the Slovenian  market.230 
(453)  The Commission, taking into consideration all of the above, including the results 
of the market investigation, concludes that the Transacti on does not  raise serious 
                                                 
226  Non-confidential minutes of the call with  a retailer active in Slovenia of 19 December 2018.  
227   Non-confidential minutes of the call with a retailer active of 19 December 2018.  
228   […]. 
229  Non-confidential minutes of the call with a retailer active of 19 December 2018.  
230   Non-confidential replies to questionnaire Q3 to large retail chains, question 82. Non-confidential 
minutes of the call with  a retailer active of 19 December 2018 . 

 
91  The Parties’ view  
(459)  The Parties argue that the Transaction  will not impede effective competition in 
Spain  in particular because neither Sivantos nor Widex has a local presence in 
Spain, and because a ll major  hearing aid  manufacturers are present in the 
Spanish market , which i s characterised by strong countervailing buyer power by 
large chains , in particular GAES/Amplifon.  
 The Commission’s assessment  
(460)  Widex does  not have a local presence in Spain , whereas Sivantos started a direct 
wholesale business in September 2018 with the a cquisition of AS Iberica, a 
historic distributor of Sivantos products.231 Widex is only active through two 
exclusive distributors, which are local partners in which Widex holds a […]. 
With the exception of Starkey, all of the other major he aring aid manufact urers 
operate  through a local wholesale presence  in Spain. Widex  and Starkey use 
local third -party distributors, which are typically vertically integrated into the 
retail market.232  
(461)  Sivantos is mainly active in Spain through GAES, which operates the largest  
hearing aids retail chain in Spain, and also manufactures its own hearing aids 
under the Microson brand. GAES holds exclusive sales right s over the higher -
end Signia and Rexton brands in Spain. GAES has been acquired by Amplifon 
in December 2018.233 Sivanto s also sells hearing aids to other third -party 
distributors which are active at the retail and/or wholesale levels.  
(462)  While it will become the main player on the market, the Merged Entity’s market 
share would remain below 40%. The Merged Entity  would continu e to face 
strong competition from all global competitors , including in particular GN as 
well as Sonova and William Demant. The Merged Entity would also, to a more 
limited extent, face competition from  a number of second -tier players including  
in particular  Spain -based  Microson (GAES) , as well as BHM , and Eartechnic . 
(463)  Also, the Parties are not particularly close competitors  based on their customers’ 
profile. While Widex distributes its products via  local partners in which it holds 
a minority stake, Sivantos f ocuses its activity on GAES, the largest hearing aid 
retailer  in Spain , to which Widex makes no sales.  
(464)  Furthermore, Sivantos ’ main customer , GAES,  which accounts for [the vast 
majority]  of Sivantos’ sales in Spain,  enjoys a significant degree of 
countervai ling buyer power. GAES is the biggest player at the retail level by far, 
with ov er 600 point of sales in Spain, and accounts for over 40% of the total 
retail share. It carriers other brands than Sivantos’ in its shops, including Starkey 
and also manufactur es hearing aids under the Microson brands  that it sells in its 
shops . In December 2018, Amplifon , which accounts for over 10% of the total 
Spanish retail share,  acquired GAES, meaning th e Merged Entity  represents 
                                                 
231  https://www.sivantos.com/2018/09/05/as -iberica -joins -sivantos -group -and-continues -as-sivantos -
iberica/ . 
232  Non-confidential  replies to questionnaire Q1 to competitors, question 3.  
233  http://corporate.amplifon.com/amplifon -completes -the-acquisition -of-gaes. 
 
92 over 50% of the retail market in Spain, and  as such represents a critical  
distribution channel for hearing aid manufacturers . […].  
(465)  Several distributors, including Sivantos’ main customer, carry multiple brands, 
which allows them to switch between hearing aids of different manufacturers 
and realloc ate their respective share of wallet.  Widex’s  local  partners on the 
other hand only carry Widex products.  
(466)  Finally,  no respondent to the market investigation, and in particular retailers 
active in Spain , raised substantiated concerns in relation the Transaction  and its 
impact on the Spanish market .234 235 
(467)  In light of the above, the Commission considers that the Transaction does not  
raise serious doubts as to its compatibility with the internal market with regard 
to horizontal non -coordinated effects in the  market for the production and 
wholesale of hearing aids in Spain.  
Sweden  
(468)  The Swedish market for hearing aids is large with a total market size of 
approximately 190  000 units in 2017 and a growth rate of 9% in 2016 and 6% in 
2017. The Swedish  market  is aro und 80% public (sales of hearing aids to 
regional public procurement authorities  based on tendering procedures) and 20% 
private (sales of hearing aids to private retail stores based on bilateral 
negotiations). In line with the market definitions presented in recital 49, the 
Commission assesses the impact of the Transaction on the public and private 
markets for hearing aids separately.  
(469)  According to the Parties’ best estimates, the  ASP of hearing aids at wholesale 
level in the private sector was EUR 177 per h earing instrument (unit) and in the 
public sector EUR 132 per hearing instrument (unit).  
(470)  All major hearing aid manufacturers are  present in Sweden, but Starkey does not 
participate in the public tenders. Both Widex and Sivantos have a direct local 
presence at wholesale level with the establishment of an affiliate. However, for 
both Parties, the stock of hearing aids and the back office are in Denmark.  
 The Parties' and their competitors' market shares in Sweden  
Overall market  for manufacture and wholesale distribution  of hearing aids in Sweden  
(471)  The Parties  and their main competitors' market shares on the overall market for 
manufacture and  wholesale  distribution of hearing aids  in Sweden  are included 
in the t able b elow:  
 
 
                                                 
234   Non-confidential replies to questionnaire Q2 to retailers of hearing aids, question 59.  
235   Non-confidential replies to questionnaire Q6 to associations for the hearing impaired, question 23.  



 
96 (486)  Moreover, an analysis of the Parties’ position within each of the most recent  
tender s organised b y the seven Swedish regions  shows  that there is certain 
degree of competition in  the market. Sonova, GN and William Demant are all 
frequent bidders and winners  in the different tenders organized in the Swedish 
regions . The Merged Entity would therefore continue to be constrained by a 
sufficient number of players post -Transaction.  
(487)  Finally, no respondent to the market investigation, and in particular the public 
procurement authorities , raised substantiated  concerns in relation the 
Transaction and its impact in Sweden .237  
(488)  The Commission, taking into consideration all of the above, including the results 
of the market investigation, concludes that the Transaction does not raise serious 
doubts as to its compatibility with the internal market in relation to the 
manufacture and wholesale supply of hearing aids in Sweden . 
 
United Kingdom  
(489)  The UK is the EEA’s  largest market for hearing aids , with over 1.7 million units 
sold in 2017 . The overall framework for the provision of hearing aids in the UK  
is characterized by the preponderance of public sales, administered via the  UK’s  
National Health Service ( or “NHS ”), which account for  over 80% of hearing 
aids dispensed to patients  in the UK . The remaining 20% are dispensed via 
private retailers, including both independent shops, and large chains such as 
Amplifon and Specsavers.  
(490)  While Sivantos offers products to the NHS, Widex virtually offers no hearing 
aids to the public market.238 Widex entered the UK market in 2010, and is fully 
focused on the private market, largely due to […]. This situation is not expected 
to change in the foreseeable future, as Widex […]. As a result, there is no 
overlap on the public market in the UK between the Parties, and the competitive 
assessment in the present section focuses on the private wholesale market.  
(491)  The Parties , as well as  all of the major hearing aid manufacturers (including  
Starkey ) operate in the UK private wholesale market  through a local wh olesale 
affiliate . In addition, several manufacturers are also vertically integrated into 
retail. This is the case of Widex , which offers its products through  its own 
Bloom / Regional Hearing  retail stores,  as well as to  third party retailers,239 but 
also of  Sonova (through its joint venture with Boots) and William Demant 
(through Hidden Hearing). Conversely, Sivantos target s third party retailers . 
 
 
                                                 
237   Non-confidential replies to questionnaire Q4 to public purchasers of hearing aids, question 35.  
238   Over  the last three years, […] Widex hearing aids were sold via the public market, representing 
less than [0-5]% of the total sales over the period.  
239  There is no vertically affected market in the UK due to the Parties’ limited market share (below 
30%) on both the upstream and downstr eam markets.  

 
98 (495)  Retailers  in the UK  can easily  switch  between several hearing aid suppliers.244 
They usually carry multiple brands  from different manufacture rs, which allows 
them to switch hearing aid manufacturers and reallocate their respective share of 
wallet  with a short period of time .  
(496)  Finally,  respondent s to the market investigation, and in particular retailers active 
in the UK , did not raise substantia ted concerns in relation the Transaction and its 
impact on the UK market .245  
(497)  The Commission, taking into consideration all of the above, including the results 
of the market investigation, concludes that the Transaction does not  raise serious 
doubts as to it s compatibility with the internal market in relation to the 
manufacture and wholesale supply of hearing aids in the UK . 
6.2.3.  Downstream  market for the retail distribution of hearing aids  
(498)  In the EEA, t he Parties’ activities only overlap at retail level in Hungary. 
However, the Hungarian retail market does not constitute a horizontally affected 
market as the Parties’ retail market share is below 20% both at national level 
and when considering the narrowest plausible geographic market definition of 
catchment areas with a radius of a 30 -minute drive.  
(499)  Therefore, the Commission concludes that the Transaction does not  raise serious 
doubts as to its compatibility with the internal market in relation to the market 
for the retail distribution of hearing aids in Hunga ry. 
6.3. Vertical  non-coordinated effects  
6.3.1.  Legal framework  
(500)  The Commission guidelines on the assessment of non -horizontal mergers under 
the Council Regulation on the control of concentrations between undertakings246 
(the " Non-Horizontal Merger Guidelines ") distingu ish between two main ways 
in which vertical mergers may significantly impede effective competition, 
namely input foreclosure and customer foreclosure.  
(501)  For a transaction to raise input foreclosure competition concerns, the Merged 
Entity  must have a signific ant amount of market power upstream.247 In assessing 
the likelihood of an anticompetitive input foreclosure strategy, the Commission 
has to examine whether (i) the Merged Entity  would have the ability to 
substantially foreclose access to inputs, (ii) whether  it would have the incentive 
to do so and (iii) whether a foreclosure strategy would have a significant 
detrimental effect on competition downstream. Concerns are likely to arise only 
where all three conditions are fulfilled.248 
                                                 
244  Non-confidential replies to questionnaire Q2 to retailers of hearing aids, questions 3.3 and 4.3.  
245  Non-confidential replies to questionnaire Q2 to retailers of hearing aids, question 59. Also see 
Non-confidential replies to questionnaire Q4 to public purchasers of hearing aids, question 35.  
246  OJ C 265, 18.10.2008, p. 6 to 25, paragraph 30.  
247  Non-horizontal Merger Guidelines, paragraph 35.  
248  Non-horizontal Merger Guidelines, paragraph 32. These points, while analysed separately are  
closely intertwined.  
 
99 (502)  For a transaction to raise in put foreclosure competition concerns, the Merged 
Entity  should be in a position to restrict access of upstream competitors to a 
significant customer base  as a result of the transaction . Similarly as for the 
assessment of input foreclosure concerns, i n asse ssing the likelihood of an 
anticompetitive input foreclosure strategy, the Commission has to examine 
whether (i) the Merged Entity  would have the ability to foreclose upstream 
competitor's access to clients downstream , (ii)  whether it would have an 
incentive to do so and (iii) whether  such a foreclosure strategy would have a 
significant detrimental effect on customers .249 Concerns are likely to arise only 
where all three conditions are fulfilled.  
6.3.2.  Competitive assessment  
(503)  Hearing aid manufacturers supply  their products (either directly or through 
third -party distributors) at the wholesale level  to hearing aid dispensers 
(upstream market). Hearing aid dispensers then serve patients at the retail level, 
typically through audiology shops, hospitals or clinic s (downstream market).  
(504)  All hearing aid manufacturers are, at least to some extent, vertically integrated at 
the retail level. Depending on the EEA country, the individual degree of vertical 
integration of the various manufacturers can be very different. I n general terms, 
hearing aid manufacturers are only occasionally present downstream in Eastern 
European countries and in smaller markets while they tend to operate retail 
stores in larger national markets. This trend has accelerated over the last years, 
in particular with Sonova's acquisition of Audionova (active in 10 countries 
including Belgium, Denmark, Germany, France, Italy, Luxembourg, Poland, and 
Portugal  in the EEA), in September 2016 and William Demant's acquisition of 
Audika (active in Belgium and  France) in November 2015.  
(505)  Sivantos has marginal retail activities in the EEA, focused on Austria , Hungary  
and the Netherlands . Widex, on the other hand, owns and/or operates retail 
shops in each of Denmark, France, Hungary, Ireland, Poland, Portugal, 
Slovenia, and the United Kingdom.  
(506)  Moreover, since 2015, Sivantos operates the online platform audibene  in 
Germany, France and the Netherlands . This online platform  refers potential 
customers to partner audiologists. When a sale is made following a referral, 
audibene earns the purchase price and pays the audiologist a fitting fee (which 
varies according to the price level of the device). audibene has grown 
dramatically in recent years and now has around […] partner audiologists in 
Germany, […] in the Netherlan ds and […] in France. Despite the dramatic rise 
of audibene  in recent years, only a marginal number of hearing aids were sold 
through audibene in France ( […] units) and the Netherlands ( […] units) in 2017, 
accounting for less than […]% of the total  volume of hearing aids sold in each 
of these countries. Similarly, sales of hearing aids through audibene in Germany 
only accounts for less than […]% of the total sales  of hearing aids in Germany 
in 2017.  
(507)  An overview of the  vertically  affected markets arising fro m the Transaction is 
provided in the table below.  
                                                 
249  Non-horizontal Merger Guidelines, par agraph 59.  

 
101 competing hearing aid suppliers at the manufacture and wholesale level in each 
of the vertically affected markets. More specifically, the Parties will continue to 
face competition from at least three other major manufacturers , including global 
market players such as Sonova, William Demant, GN, and/or Starkey, as well as 
second -tier players such as Audifon and BHM (particularly in Czechia, Poland 
and Slovakia).  
(513)  The Commission finds that in the present case, any  foreclosure strategy  
conducted at a national level would likely divert wholesale sales towards  rival 
manufacturers while only leading to marginal benefits at the retail level due to 
the Parties’ limited market share downstream, and the competition they face in 
every relevant market. The market investigation indeed confirms the ability of 
retailers  to swi tch between hearing aid suppliers  within  a short period of time, in 
particular due to the fact that the vast majority of retailers rely on multi -sourcing 
strategies .250 Retailers usually carry multiple brands  from different 
manufacturers , which allows  them t o switch hearing aid manufacturers and 
reallocate their respective share s of wallet  within a short period of time, should 
supply conditions from the Merged Entity deteriorate post -Transaction . 
(514)  This is further reinforced by the fact that Widex’s products ty pically generate 
higher margins than Sivantos products. As such, an input foreclosure strategy 
that would imply ceasing to supply Sivantos products to third parties and instead 
offer these Sivantos products in Widex shops would negatively impact the 
Merged  Entity's margin.  
(515)  As regards Slovenia more particularly, where Widex holds a market share of 
[30-40]% downstream, input foreclosure risks can also be excluded since  
Sivantos’s only customer in Slovenia, Neuroth, […], and Widex only sells its 
products in it s own retail shops.  
(516)  As a result, the Parties would lack the ability and the incentive to foreclose 
competing retailers in each of the affected market of Table 34. Accordingly, the 
Commission concludes that the Transaction does not raise serious doubts as to 
its compatibility with the internal market relative to input foreclosure risks.  
6.3.2.2.  Commission assessment - Customer foreclosure  
(517)  The Commission considers that the Transaction does not give rise to any 
customer foreclosure risk due to very limited retail presence of the Parties when 
compared to their wholesale activities. In most countries, the national market 
share of Sivantos or (mostly) Widex, is around or below 5%. The only 
exceptions are Poland and Slovenia,  where Widex’s share on the national retail 
market reaches [10-20]% and [30-40]% respectively. Furthermore, with the 
exception of Hungary (which, nevertheless, is not a vertically affected market as 
the Parties’ combined market share remains largely below 30% both at the 
upstream and downstream levels), the Parties’ activities do not overlap at retail 
level.  
(518)  As a result , the Commission finds that the Transaction would  not lead to any 
reinforcement of the Parties' downstream market presence downstream, limi ting 
                                                 
250  Non-confidential replies to questionnaire Q2 to retailers of hearing aids , questions 3.3 and 4.3.  
 
102 the impact of the Transaction on any incentive to foreclose its upstream 
competitors by leveraging its downstream retail presence. Accordingly, the 
Commission concludes that the Transaction does not raise serious doubts as to 
its compatibility with th e internal market relative to customer foreclosure risks.  
6.3.2.3.  Conclusion  
(519)  In light of the above, the Commission concludes that the Transaction does not 
raise  serious doubts as to its compatibility with the internal market  as regards 
vertical effects in relation  to the retail distribution of hearing aids  
6.4. Horizontal coordinated effects  
6.4.1.  Legal framework  
(520)  According  to the Horizontal Merger Guidelines, horizontal concentrations may 
also significantly impede effective competition by way of coordinated effects. 
Such situation would occur if the Transaction would (a) increase the likelihood 
that firms are able to coordi nate successfully, or (b)  make existing coordination 
easier, more stable or more effective, either by making the coordination more 
robust or by reinforcing its effects, for example by facilitating the detection of 
deviation, limiting the ability and incent ives of some market players to deviate 
and allowing more efficient retaliation.251 Coordination may take various forms, 
such as setting prices above the competitive level, limiting production or 
capacity, dividing the market, or by allocating contracts in bi dding markets.252 
In assessing whether it would be possible to reach terms of coordination and 
whether the coordination is likely to be sustainable, the Commission takes 
account of all the changes that a transaction is likely to bring about.  
(521)  In general, according to case law of the European courts, three features of the 
market may provide indications as to whether coordination is likely to be 
sustainable. First , the coordinating firms should be able to monitor to a 
sufficient degree whether the terms of coor dination are being adhered to. 
Second , coordinating firms are more likely to adhere to coordinated behaviour if 
the incentives not to deviate deter them from departing from the coordinated 
action. Third , the reactions of outsiders, such as current and futu re competitors 
not participating in the coordination, as well as customers, should not be able to 
jeopardise the results expected from the coordination or the effect of their 
reaction would be too small to effectively counterbalance the effect of potential  
coordination on the relevant market.253 
(522)  Coordination is more likely to emerge in markets where it is relatively simple to 
reach a common understanding on the terms of coordination. The less complex 
and the more s table the economic environment , the easier it  is for the firms to 
reach a common understanding on the terms of coordination.254 In addition, 
firms may find it easier to coordinate if they are relatively symmetric, especially 
                                                 
251   Horizontal Merger Guidelines, paragraph 42.  
252  Horizontal Merger Guidelines, paragraph 40.  
253   See Case T -342/99 Airtours v Commission , recital 62  ; and Case C -413/06 P Bertelsmann and 
Sony Corporation of America v Impala , recital 123.  
254  Horizontal Merger Guidelines, paragraph 45.  
 
103 in terms of cost structures, market shares, capacity levels, and levels of ver tical 
integration.255 Market transparency resulting from publicly available key 
information or, for example, from information exchanged through structural 
links between competitors may further facilitate coordination.256  
6.4.2.  The Parties’ view  
(523)  The Parties submit that the characteristics of the hearing aid market indicate that 
the Transaction does not raise coordinated effects concerns because: (i) the 
characteristics of the hearing aid markets are not conducive for reaching a 
common understandin g on the terms of coordination, (ii) the low level of data 
transparency in the market for hearing aids would prevent the possibility to 
monitor competitors’ behaviour in order to detect any deviation from a potential 
coordinated agreement and ensure enforc ement of the agreement, (iii) no 
credible deterrent mechanism could be implemented since rivals on the market 
would lack access to pricing information required to enable retaliation against 
another potential cheating rival and the terms and conditions of a lready existing 
contracts would limit the scope for effective punishment, and (iv) retailers and 
potential entrants would be able to counter -act any attempt at coordination.  
6.4.3.  The Commission’s assessment  
(524)  The Commission considers that in the present case the  above conditions are not 
met, and thus the Transaction will not result in the creation or strengthening of 
coordination leading to serious doubts  on any of the markets concerned by the 
Transaction. The Commission considers so for the following reasons .  
(525)  First, the markets affected by the Transaction involve the sales of hundreds of 
differentiated products through a variety of distribution channels  (be it private 
retailers including independent retail stores, multinational audiology chains, 
optical chains a s well as buying groups or public procurement authorities). The 
importance and frequency of innovation in the hearing aid industry translates, 
for each manufacturer, into the introduction of new product ranges every 18 -30 
months as well as smaller upgrades  of products, which further reinforces 
product differentiation  and asymmetry on the market.   
(526)  In addition, the price and market characteristics  of hearing aids  (i.e. 
reimbursement levels, registration requirements, etc.) vary significantly in each 
EEA count ry. The industry is increasingly characterized by national regulatory 
changes  (such as t he reforms in the Netherlands in 2013, in Lithuania in 2017 or 
in Czechia and France in 2019 ) and/or the intervention of public authorities (e.g. 
the public procurement  authorities in Norway and in Denmark  have a large 
margin of discretion in the design of tender  requirements, which in practice 
change with each new tender) that  brings an element of instability to the market.   
(527)  Furthermore, the relevant market structures m ake price coordination or market 
sharing (by bids or customers) unlikely. Market shares may be subject to sudden 
and large shifts between competitors due to sourcing decisions  in particular  from 
key accounts , including large retail chains and/or public authorities where 
                                                 
255  Horizontal Merger Guidelines, paragraph 48.  
256   Horizontal Merger Guidelines, paragraph 47.  
 
104 relevant. The market investigation indicated that such customers regularly 
reallocate  the share of supply of hearing aids manufacturers .257  
(528)  Companies  in the hearing aid industries are typically  not symmetric, in 
particular in relation to  cost structures,258 market shares, or vertical integration  
into retail . While some companies, including the Parties , are only active on the 
hearing aid markets, others, such as Starkey, William Demant and Sonova a re 
also active on neighbouring markets, such as cochlear implants, PSAPs, bone -
conducting systems and/or diagnostic equipment, which they sell to some of the 
same customers. Other players are primarily active in the retail distribution of 
hearing aids, and  have a more limited activity in the manufactur e and wholesale 
distribution of hearing aids, such as Audi fon (Kind) and Microson 
(GAES /Amplifon ).  
(529)  For the reasons  mentioned in recitals 525 to 528, it would be difficult for the 
Merged Entity and its competitors to reach common terms of coordination .259  
(530)  Second , most national hearing aid markets are characterized by a low level of 
transparency, limiting or preventing potential coordination between competitors 
and making deviations from a coordinated outc ome harder to detect. In private 
markets , supply contracts are negotiated bilaterally with no transparency on 
pricing  and often include rebates/bonus/discounts to incentivise retailers to sell 
their products . Prices are typically confidential and differ pe r country, as well as 
per customer (for instance between large chains and small independent  
retailers ).260 For public tenders, although the winning bid’s price may become 
public, the infrequency of tenders, which typically cover a minimum of two 
years, as we ll as changes in the subsequent tenders’ design limit the relevance of 
ex post  price information.261 The differentiation of hearing aid products , as well 
as the vari ety of  distribution channels ( from large specialized retail chains, 
optical chains, buyer gro ups, to independent retailers) also hinder the ability of 
competitors  to effective ly and sufficiently  monitor each other’s behaviours .  
(531)  For the above reasons , it would be difficult for the Merged Entity and its 
competitors to effectively monitor deviations  from any coordinated outcome on 
the market s for the manufacture and wholesale distribution of hearing aids.  
(532)  Third , retaliation against undertakings deviating from a coordinated outcome 
would only be possible after a significant time lag, in particular fo r public 
tenders, and would include an element of uncertainty, in particular for 
negotiation with private customers ( given the pricing mechanism determined 
through bilateral  negotiations and  these customers’ bargaining power).   
(533)  In addition, third parties not involved in a potential coordination would likely 
react to any coordination attempt by others. Customers would likely retaliate in 
the event of coordination between hearing aid manufacturers. In a number of 
EEA countries, a small number of key customers account for  substantial 
                                                 
257  Non-confidential replies to questionnaire Q3 to large retail chains, question 58.  
258   See Widex’s 5(4) documents, Annex 34.  
259   Horizontal Merger Guidelines, paragraph 45.  
260   Horizontal Merger Guidelines, paragraph 50.  
261   Non-confidential replies to questionna ire Q4 to public purchasers of hearing aids, question 8.  
 
105 volume s of sales . These customers would likely have a particularly strong 
interest to undermine any attempt at  coordination  by hearing aid manufacturers. 
Second -tier hearing aid suppliers would likely re act by increasing their sales. 
Moreover, major manufacturers who are not yet present in a particular EEA 
market would likely react by entering the market. This is particularly true for 
Central and Eastern European countries, where hearing aids are typicall y less 
advanced in performance levels, and may thus be provided (or increasingly 
provided) by second -tier manufacturers.  
(534)  For the above reasons , it would be difficult for the Merged Entity and its 
competitors to benefit from sufficient deterrent mechanism s to enforce any 
coordinated outcome on the market for the manufacture  and wholesale 
distribution of hearing aids.  
(535)  The Commission concludes that the Transaction does not raise serious doubts as 
to its compatibility with the internal market relative to risks of horizontal 
coordinated effects.  
7. CONCLUSION  
(536)  For the above reasons, the European Commission has decided not to oppose the 
notified operation and to declare it compatible with the internal  market and with 
the EEA Agreement. This decision is adopted i n application of Article 6(1)(b) of 
the Merger Regulation and Article 57 of the EEA Agreement . 
For the Commission  
(Signed)  
Margrethe VESTAGER  
Member of the Commission