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 -MERGE R-REGISTRY@ec.europa.eu.   EUROPEAN COMMISSION  
Brussels, 24.01.2022  
C(2022)  491 final  
PUBLIC VERSION 
 
Refresco Holding B.V.  
Fascinatio Boulevard 270, Brainpark III,  
The Mark  
3065 WB Rotterdam  
The Netherlands  
Subject : Case M.10435 – REFRESCO GROUP / HANSA- HEEMANN 
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 December 2021, the European Commission received notification of a propos ed 
concentration pursuant to Article 4 of the Merger Regulation by which Refresco 
Deutschland Services & IT GmbH & Co. KG  (Germany), a company wholly owned 
by Refresco Holding B.V. , the Netherlands  (“Refresco ”), jointly controlled by PAI 
Partners SAS ( “PAI”, France) and British Columbia Investment Management 
Corporation ( “BCI”, Canada), acquires sole control over Hansa -Heemann AG and 
its subsidiaries (“ Hansa -Heemann ” or the “Target ”, Germany ), (the 
                                                 
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 
‘Community’ 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possible the information omitted has been replaced by ranges of figures or a general 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.  
 
2 “Transaction ”).3 In this Decision, Refresco  is referred to as “the Notifying Party ”, 
and, together with the Target, referred to as the “ Parties ”. The entity that would 
result from the Transaction is referred to as the “ Merged Entity ”. 
1. THE PARTIES  
(2) Refresco is active in the worl dwide production and bottling of a large variety of non-
alcoholic beverages (“NABs”) for private label brands (“PLB”) belonging to 
retailers, and for brand -owners under contract manufacturing (“branded products”) .4 
Refresco  also produces and bottles NABs under its own brands as  a manufacturer. It 
also produces and bottles, very marginally, beers, ciders and some other carbonated alcoholic mix drinks (e.g. pre -mixed gin and tonic) in cans for retailers in PLB and 
for brand owners under contract manufacturing . 
(3)  Hansa- Heemann is active in the production and bottling of NABs, more specifically 
carbonated soft drinks (“CSD”, including carbonated sports and energy drinks), packaged mineral water and, to a lesser extent, other types of non- carbonated soft 
drinks (“NCSD”). Hansa -Heemann produces and bottles for its own brands, for 
retailers under PLB , and for brand -owners under contract manufacturing  . Hansa -
Heemann’s activities are almost exclusively circumscribed to the German market, where all of its production assets are located, with minor residual activities in the 
Netherlands, Belgium, Denmark, France and Poland. 
2. T
HE OPERATION  
(4) Pursuant to a Sales Purchase Agreement signed on 7 July 2021, Refresco will acquire 100% of the Target’s shares. Upon completion of the Transaction, Refresco would solely control the Target.  
(5) Therefore, the Transaction constitutes a concentration pursuant to Article 3(1)(b) of 
the Merger Regulation.  
3. U
NION  DIMENSION  
(6) The combined aggregate worldwide turnover of the Parties is more than 
EUR  5 000 million ( PAI: EUR […] million; BCI: EUR […] million; Hansa-
Heemann: EUR  […]  million) and the aggregate Union- wide turnover of each of the 
Parties is more than EUR 250 million ( PAI: EUR […]million; BCI: EUR […]; 
Hansa- Heemann: EUR  […] million). Only Hansa -Heemann achieves  more than two-
thirds of its Union- wide turnover within one and the same Member State (Germany). 
The Transaction therefore has a Union dimension pursuant to Article 1(2) of the 
Merger Regulation.  
(7) Following a reasoned request by the Parties pursuant to Arti cle 4(4) of the Merger 
Regulation, on 28 October 2021 the Commission partially referred the Transaction to 
                                                 
3  Publication in the Official Journal of the European Union No C 509, 17.12.2021, p. 22– 22. 
4  “Private label brands” are retailer labels and brands that are owned by retailers and that are sold on the 
same shelf next to other branded products.  
 
3 Germany,5 where all of Hansa- Heemann’s production assets are located and where it 
achieved about [90-100] % of its EEA -wide turnover in 2020.6 Followi ng the 
referral, the Commission retains jurisdiction to assess the effects of the Transaction 
outside Germany, more specifically in the Netherlands, Belgium, Denmark, France 
and Poland. On 13 December 2021, the Bundeskartellamt unconditionally cleared Refresco’s acquisition of Hansa- Heemann in relation to the German market.
7  
4. MARKET DEFINITION  
(8) The Transaction gives rise to horizontal overlaps  between Refresco’s and Hansa -
Heemann’s activities in the production and bottling of:8  
(a) PLB packaged water in PET packaging9 in the Netherlands, Belgium and 
Poland;  
(b) branded packaged water in PET packaging in the Netherlands;  
(c) PLB CSDs in PET packaging in the Netherlands, France and Poland;  
(d) branded CSDs in PET packaging in the Netherlands; and 
(e) PLB and branded NCSDs excl uding water  in PET packaging in the 
Netherlands.  
(9) This Section examines the product and geographic market definitions for all products in relation to which the Parties’ activities overlap horizontally. 
4.1. Production and bottling of NABs  
4.1.1. Product market 
4.1.1.1.  The Commission’s decisional practice  
(10) The production and bottling of non- alcoholic beverages (“NABs”), including juices, 
is a service used by brand owners (for branded beverages) and retailers (for beverages sold under PLB ).  
                                                 
5 See https://ec.europa.eu/competition/mergers/cases1/202151/M 10435 8075424 175 3.pdf . 
6 Form CO, paragraphs 13, 21 and 66.  
7  See 
https://www.bundeskartellamt.de/SharedDocs/Entscheidung/DE/Fallberichte/Fusionskontrolle/2021/B2 -
92-21.pdf? blob=publicationFile&v=2.  
8  For the sake of completeness, the activities of the Parties also technically give rise to very  minor vertical 
links, in relation to  Hansa -Heemann’s production and bottling  of CSD and NCSD in the Netherlands and 
France and the following activities of two of the portfolio companies of PAI : (i) La Compagnie des 
Pruneaux’s negligible activities in the upstream market for the production and sale of fruit juice raw 
material  in France ; and (ii) Ecotone’s negligible downstream sale of branded CSD and NCSD in the 
Netherlands. These vertical overlaps are minimal due to the very limited sales of, on the one hand, La 
Compagnie de Pruneaux and Ecotone and, on the other hand, Hansa -Heemann in each of the 
abovementioned markets. In light of the above, and given that these vertical overlaps do not give rise to affected markets under any plausible market, as defined below, they will not be further analysed in this decision.  
9  Polyethylene terephthalate (PET) is a polymer material.  
 
4 (11) The Commission has previously found that the market for the production and 
bottling of NABs was further segmented into the production and bottling of 
carbonated soft drinks (“CSDs”) and non- carbonated  soft drinks  (“NCSDs”) , which 
were found to constitute  two separate product markets. T he Commission has not 
envisaged further potential segmentations within CSDs.10 
(12) Within  NCSDs,  the Commission  has considered that water  and ready -to-drink 
(“RTD”)  teas belong  to separate product  markets.11 The Commission  has considered 
further potential segmentations within NCSDs (namely fruit juices, energy and sport drinks), but  has ultimately  left this question open.
12  
(13) Moreover, the Commission  has distinguished separate product  markets  according  to 
(i) the  type of packaging  (between  carton  and aseptic  PET);  and (ii) the  production 
process  (between  aseptic  and non-aseptic,  as well as between  ambient  and chilled).13 
The Commission has also envisaged a potential segmentation between the 
production and bottling of organic and non- organic NABs, while ultimately lea ving 
the market open.14 However, the  Commission  has considered that it is not relevant  to 
distinguish between different  sizes of packaging.15 
(14) Finally, the  Commission previously considered that the production and bottling of  
PLB NCSDs for retailers and the contract manufacturing of branded NCSDs for 
brand- owners belong to separate product markets.16 
4.1.1.2. The Notifying Party’s view  
(15) The Notifying Party agrees with the Commission’s  past practice to consider that the 
production and bottling of CSDs and NCSDs constitut e separate product markets.17 
(16) The Notifying Party indicated that NCSDs should be further segmented only for 
RTD teas and water.18 
(17) On the other hand, the Notifying Party does not consider that the product market 
should be segmented according to types of packa ging, in particular between PET and 
glass, since it submits that NABs intended for retailers are mainly packaged in 
PET.19 
(18) The Notifying Party does not consider it appropriate to segment the relevant market 
according to (i) aseptic/non- aseptic production pr ocess or (ii) or ganic/non -organic 
                                                 
10 Case M.9369 - PAI Partners/Wessanen, (2019),  paragraph 104; Case M.6924 -  Refresco Group/ Pride 
Foods, (2013), paragraph 13.  
11  Case M.6924 –  Refresco Group/Pride Foods, paragraph 23.  
12 Case M.6924 -  Refresco Group/ Pride Foods (2013), paragraph 13; Case M.5633- Pepsico/The Pepsico 
Bottling Group, paragraphs 12 and 14; Case M.1065- Nestle/San Pellegrino, paragraph 17.  
13 Case M.9369 - PAI Partners/Wessanen, (2019),  paragraph 105.  
14 Case M.9369 - PAI Partners/Wessanen, (2019), paragraphs 111 and 114.  
15  Case M.6924 –  Refresco Group/Pride Foods, paragraph 29.  
16 Case M.6924 –  Refresco Group/Pride Foods, recital 45.  
17  Form CO, paragraph 96.  
18  Form CO, paragraph 121.  
19  Form CO, paragraphs 109 and 110.  
 
5 NABs, as these segmentations are not relevant for the types of production processes 
where the Parties overlap.20 
(19) Regarding the segmentation between PLB and contract manufacturing of branded 
products, the Notifying Party considers that PLB and co ntract manufacturing of 
branded products  are interchangeable from the retailer ’s perspective in terms of 
product characteristics, prices and intended use, and the market should therefore not 
be segmented between PLB and co ntract manufacturing of branded products.21 
4.1.1.3. The Commission’s assessment  
(20) The Commission considers that, consistent with its past practice and absent indications to the contrary from the market investigation, potentially relevant product markets for the production a nd bottling of beverages can be defined according to the 
product categories referred to in paragraphs (10) -(14) above.  
(21) In any event, the precise product market definition can be left open as e ven under the 
narrowest possible market definition for the production and bottling of NABs no serious concerns arise as to the compatibility of the concentration with the internal market as regards the horizontal overlap between the Parties’ activities in that market. For the purposes of this Decision and under a conservative approach, the Commission will factor into its assessment of the Transaction possible distinctions cumulatively based on : (i) the type of products ( for the purpose of this Decision,  
CSD , NCSD excluding water  and water); (ii) the type of packaging ( for the purpose 
of this Decision, aseptic PET); (iii) the  production process  (for the purpose of this 
decision, aseptic, non-aseptic and ambient); (iv ) organic and non- organic NABs; and 
(v) PLB and branded  NABs.  
4.1.2. Geographic market  
4.1.2.1. The Commission’s decisional practice  
(22) The Commission has in the past found that the relevant geographic markets for NABs are national in scope due to differences in consumption patterns, logistics and distribution networks, marketing strategies, etc.
22 Concerning NCSDs, the 
Commission has further noticed that, while markets are national  in scope, imports  
exert  a competitive constraint.23 
4.1.2.2. The Notifying Party’s view  
(23) The Notifying Party considers that the relevant markets are regional in scope or at most national, due to transport costs.
24 
                                                 
20  Form CO, paragraph 132, 134, 135, 141 and 142.  
21  Form CO, paragraph 100.  
22 See Case M.8244 -  The Coca -Cola Company / Coca- Cola Hbc / Neptūno Vandenys, para. 25.  
23 Case M.9369 - PAI Partners/Wessanen , para. 113 -115. 
24  Form CO, paragraph 155.  
 
6 4.1.2.3. The Commission’s assessment  
(24) The preliminary investigation does not seem to contradict the Commission’s past 
decisional practice. However, regardin g PLB packaged water in PET, market 
participants active in the Netherlands have suggested that the geographic scope of the market might be wider than national, namely regional (including the Netherlands, Germany and Belgium).  
(25) The results of the market inv estigation regarding the geographic market for the 
production and bottling of NABs are consistent with the Commission’s past 
decisional practice. The majority of competitors and bottling customers consider that the markets are national in scope, with compe titive pressure from  neighbouring 
countries.
25 One competitor noted that  ‘[t]he logistics costs limit competitiveness 
with increasing distance from the production site ’,26 while a customer submitted that 
it normally sources  ’[p]referably as close as possible to the selling country as we 
have to deal with transport costs ’.27 
(26) In any event, the precise geographic market definition can be left open as no serious 
doubts arise as to the compatibility of the concentration with the internal market as 
regards the horizontal relationship between the Parties’ activities in the production 
and bottling of NABs. For the purposes of this Decision and under a conservative approach, the analysis will be conducted on the basis of national markets .  
5. C
OMPETITI VE ASSESSMENT  
5.1. Analytical Framework  
(27) Under Article 2(2) and (3) of the Merger Regulation,28 the Commission must assess 
whether a proposed concentration would significantly impede effective competition in the internal market or in a substantial part of it, in particular through the creation or strengthening of a dominant position. Depending on the position of the parties in 
the supply chain, a concentration may entail horizontal and/or non- horizontal effects.  
(28) Horizontal effects arise when the parties to a concentration are actual or potential competitors in one or more of the relevant markets concerned. The Commission 
appraises horizontal effects in accordance with the guidance set out in the Horizontal 
Merger Guidelines.
29 
(29) In the Horizontal Merger Guidelines a d istinction is made  between two main ways in 
which mergers between actual or potential competitors on the same relevant market may significantly impede effective competition, namely non -coordinated and 
coordinated effects.  
                                                 
25  Replies to question 3 of Q1 –  Questionnaire to competitors; Replies to question 3 of Q2 –  Questionnaire 
to customers.  
26  Replies to question 3.1 of Q1 –  Questionnaire to competitors.  
27  Replies to question 3.1 of Q2 –  Questionnaire to customers.  
28  As regards the assessment in relation to the EEA, see also Annex XIV to the EEA Agreement.  
29  Guidelines on the assessment of horizontal mergers under the Council Regulation on the control of 
concentrations between undertakings (OJ C 31, 5.2,2014, p. 5). 
 
7 (30) In horizontal mergers, non- coordinated effects may significantly impede effective 
competition by eliminating the competitive constraint that  each party to the merger 
imposes on the other .  As a result , the Merged Entity would have increased market 
power, without resorting to coordinated behaviour. In that regard, under the 
Horizontal Merger Guidelines , not only the direct loss of competition between the 
merging firms  is take n into consideration, but also the reducti on in competitive 
pressure on non -merging firms in the same market that could be brought about by 
the merger.30  
(31) The Horizontal Merger Guidelines list a number of factors, which may influence 
whether or not significant non- coordinated effects are likely to result from a merger. 
In particular, the Horizontal Merger Guidelines refer to 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 merger would 
eliminate an important competitive force.
31 Not all these factors need to be present 
for significant non- coordinated effects to be likely. The list of factors is also not 
exhaustive.  
(32) Concentrations which, by reason of the limited market s hare of the undertakings 
concerned, are not liable to impede effective competition may be presumed to be compatible with the internal market. An indication to this effect exists, in particular, where the market share of the undertakings concerned does not exceed 25% either in the internal market or in a substantial part of it.
32  
5.2. Hori zontally affected markets  
(33) As explained in paragraph (8), while the cor e of Hansa- Heemann’s activities is in 
Germany (about [90-100]% of its total revenue in the EEA in 2020), the Parties’ 
activities overlap to a limited extent in a number of potentially relevant markets  in 
Belgium, France, the Netherlands and Poland.  
(34) More s pecifically, when considering the narrowest potentially relevant markets, the 
Transaction gives rise to the following horizontally affected markets in the Netherlands  and, to an even more limited extent, in Poland:
33 
• the production and bottling of PLB packaged water in PET packaging in the 
Netherlands;  
• the production and bottling of PLB CSDs in PET packaging in the Netherlands  
and Poland, respectively ; 
                                                 
30  Horizontal Merger Guidelines, paragraph 24. 
31  Horizontal Merger Guidelines, paragraph 26.  
32 Horizontal Merger Guidelines, para 18.  
33  Form CO, paragraph 191. The Transaction also gives rise to overlaps between the Parties’ activities in (i) 
PLB packaged water in PET  packaging in Belgium and Poland; (ii) PLB CSDs in PET packaging in 
France; (iii)  PLB and branded NCSDs excluding water in PET packaging in Belgium and France. 
However, those overl aps do not give rise to affected markets and will therefore not be examined further in 
this Decision.In addition, the Parties have confirmed that no additional affected markets would result from a fur ther segmentation of the potentially relevant market s per production process (aseptic or non- aseptic, 
as well as ambient or chilled) or between organic and non -organic . 
 
8 • The production and bottling of PLB NCSDs excluding water  in PET packaging 
in the Netherlands;  
• the production and bottling of branded CSDs in PET packaging in the 
Netherlands; and  
• the production and bottling of branded NCSDs excluding water  in PET 
packaging in the Netherlands . 
5.2.1. Horizontally affected markets in the Netherlands  
(35) In the Netherlands, the Transaction gives rise to combined market shares in excess of 20% in five potentially relevant markets.  
Table 1 - Parties’ volume market shares in potentially relevant production and 
bottling markets
34 for wh ich combined shares (excluding captive sales) exceed 20%  in 
the Netherlands35 
Country  Potentially relevant 
market s Market shares in volume36 (captive sales 
excluded)37 
Refresco  Hansa -
Heemann  Combined 
The 
Netherlands  PLB packaged water in 
PET packaging  [20-30]% [5-10]% [30-40]% 
PLB CSDs in PET 
packaging  [60-70]% [0-5]% [60-70]% 
Branded CSDs in PET 
packaging  [30-40]% [0-5]% [30-40]% 
PLB NCSDs  excluding 
water  in PET packaging  [20-30]% [5-10]% [30-40]% 
Branded NCSDs  excluding 
water  in PET packaging  [30-40]% [0-5]% [30-40]% 
Source: Form CO  
(36) However,  the market share estimates provided by the Parties for the Netherlands, 
and reported in Table 1 above, are likely to be overstated. Namely, Hansa -
Heemann’s market shares include sales to [ customer information ] which, rather than  
a downstream retailer, is a producer and wholesaler of beverages. In particular, 
                                                 
34  The Parties have confirmed that further segmenting the potentially relevant markets per production 
process (aseptic or non -aseptic, as well as ambient or chilled) or between organic and non- organic would 
not have a material effect on their combined market shares and the market share increments brought about 
by the Transaction and would not give rise to additional affected markets in the Nether lands.  
35  The highlight corresponds to the markets affected by the Transaction should Hansa -Heemann’s sales to 
[customer information ] be excluded. Please see paragraph (38)  in this respect.  
36 The Parties are not able to estimate their market shares in revenue terms as no public information seems to 
be available in this respect, due to the fact that the bottling i ndustry generally relies on volumes data.  
37 Even if captive sales were included, the Transaction would still give rise to affected markets in the 
Netherlands for: (i) the production and bottling of PLB packaged water in PET packaging (combined 
market share of [20-30]% with a [0 -5]% increment);  (ii) PLB CSDs in PET packaging (combined market 
share of [40 -50]% with a [0 -5]% increment); (iii) PLB NCSDs excluding water in PET packaging 
(combined market share of [30- 40]% with a [5 -10]% increment); and (iv) brand ed NCSDs excluding 
water in PET packaging (combined market share of [20 -30]% with a [0 -5]% increment).  
 
9 [customer information ] operates in direct competition with the Parties for the same 
types of customers, but due to i ts lack of in -house production and bottling 
capabilities , it outsources its production and bottling needs to bottlers such as Hansa -
Heemann. Consequently, the market shares in Table  1 are likely to overstate Hansa -
Heemann’s market position in the Netherlan ds, insofar as its sales to [customer 
information ], which account for [50- 60]% of Hansa -Heemann’s sales in the 
Netherlands in 2020,38 do not constitute sales to a downstream customer but rather 
horizontal sales to a competing producer , whose output is then sold on to actual 
downstream customers . Should Hansa -Heemann’s sales to [ customer information ] 
be disregarded, the Parties’ activities in the Netherlands would only overlap and give 
rise to affected markets in relation to PLB packaged water in PET packagin g 
(combined market share of [30- 40]% with a [0-5]% increment) and PLB CSDs in 
PET packaging (combined market share of [60- 70]% with a [0 -5]% increment).39  
(37) Notwithstanding this, the following assessment is based on the cautious approach that the Transaction  gives rise to the five  affected markets in the Netherlands 
outlined in Table 1. 
(38) While the combined market shares of the Parties result in  five affected potentially 
relevant markets for the production and bottling of NABs in the Netherlands, it is  
unlikely  that the Transaction would give rise to anticompetitive horizontal non-
coordinated effects  for the following reasons.  
(39) First , the market share increments brought about by the Transaction are typically 
limited to [0 -5]% or less. The only exceptions relate t o the market for PLB packaged 
water in PET packaging in the Netherlands, excluding captive sales  ([5-10]% 
increment ) and the market for PLB NCSDs excluding water  in PET packaging in the 
Netherlands, excluding captive sales ( [5-10]% incre ment ). Despite thos e higher  
increments, the Parties’ combined market shares in those two affected markets 
remain moderate, below [30-40]%. 
(40) Second , a number of competitors of the Parties seem to be active in the affected 
markets , namely:  
(a) Production and bottling of  PLB packaged water in PET packaging : In 
response to the market investigation, six  market participants established in 
the Netherlands, France, Germany and Belgium  have reported to be active in 
this potentially relevant market.40 In addition, market particip ants have also 
identified Konings , Riedel and Altmühltaler Mineralbrunnen as alternative 
suppliers in this potentially relevant market .41  
(b) Production and bottling of PLB CSDs in PET packaging : In response to the 
market investigation, five market participants established in the Netherlands, 
Germany, Belgium and Poland have reported to be active in this potentially 
relevant market.42 In addition, market participants have also identified United 
                                                 
38  Form CO, paragraph 306.  
39  Form CO, paragraph 186.  
40  Replies to question 2 of Q1 –  Questionnaire to competitors.  
41  Replies to questions 4.1 and 8.1 of Q1 – Questionnaire to competitors; replies to question 4.1 of Q2 – 
Questionnaire to customers.  
42  Replies to question 2 of Q1 –  Questionnaire to competitors.  
 
10 Soft Drinks, Alma or Konings  as alternative suppliers in this potentially 
relevant market .43 
(c) Production and bottling of branded CSDs in PET packaging:  Market 
participants have identified Vrumona and Konings44 as alternatives to the 
Parties in this pot entially relevant market. Moreover, it also appears that a 
number of alternative suppliers would remain available post -Transaction, 
including Topbronnen45 or United Soft Drinks through its London Drinks 
brand.46 
(d) Production and bottling of PLB NCSDs excluding water  in PET packaging : 
In response to the market investigation, five market participants established 
in the Netherlands, Germany and Belgium have reported to be active in this potentially relevant market .
47 In addition, market participants have also 
identified United Soft Drinks, Alma, Riedel , Konings and Britvic  as 
alternative suppliers in this potentially relevant market .48 
(e) Production and bottling of branded NCSDs excluding water  in PET 
packaging : Market par ticipants have identified  Vrumona and AMC Juices  as 
alternatives to the Parties in this potentially relevant market.49 The Parties 
have also identified SPA and United Soft Drinks as alternatives for branded NCSDs  excluding water  in PET packaging in the Netherlands.
50 Moreover, it 
also appears that a number of alternative suppliers would remain available post- Transaction, including riha WeserGold
51, Konings,52 Riedel ,53 
Valensina54 and Gropper.55 
(41) Third , it appears  that Hansa- Heemann does not currently exert any significant 
competitive constraint in the Netherlands . 
(42) In the first place, Hansa- Heemann currently  only has [customer information ] in the 
Netherlands for PLB and branded water , CSD and NCSD  excluding water, namely 
[customer information ] (which, as explained in paragraph (36) , is more akin to a 
competitor  and accounts for [50- 60]% of Hansa -Heemann’s sales in the 
                                                 
43  Replies to question 4.1 of Q1 – Questionnaire to competitors; replies to questions 4.1 and 6.1 of Q2 – 
Questionnaire to customers.  
44  Replies to questions 1.1 and 4.1 of Q1 – Questionnaire to competitors.  
45  See https://topbronnen.be/en/products/top -bronnen/ .  
46  See https://www.london -drinks.com/fr/ .  
47  Replies to question 2 of Q1 – Questionnaire to competitors.  
48  Replies to question 4.1 of Q1 – Questionnaire to competitors; replies to question 4.1 of Q2 – 
Questionnair e to customers.  
49  Replies to questions 1.1 and 4.1 of Q1 – Questionnaire to competitors; replies to question 4.1 of Q2 – 
Questionnaire to customers.  
50  Form CO, paragraph 299.  
51  See https://www riha -wesergold.de/en/Products/Fruit juice beverages/ .  
52  See https://www konings.be/core -activities/beverages .  
53  See https://www riedel nl/product- assortiment/ .  
54  See https://www.valensina.de/produkte .  
55  See https://www.grop per.de/en/products -services/products/juices -smoothies .  
 
11 Netherlands ).56 No other market participants have reported sourcing from Hansa -
Heemann in the Dutch affected markets in the past 3 years.57  
(43) In the second place, the main Dutch customers in the affected markets, including 
large retail chains, do not consider Hansa -Heemann as a competitor of any 
significance in the affected markets. Namely, several customers have reported being 
unaware of Hansa -Heemann’s activities in the affected markets: ‘ Hansa- Heemann's 
operations are unknown to us as we haven't dealt with them on a business operations 
front’ .58 In relation to the markets for PLB CSDs, NCSDs excluding water  and 
packaged water in PET packaging, a large Dutch retail chain notes that: ‘ Hansa[ -
Heemann] is not familiar to me in private label, thus we have also not selected them 
as our supplier’.59 Similarly, a large Dutch customer for NCSD submits  that: 
‘[m]ultiple tenders were issued, but Hansa Heemann was not invited to partake, we 
did not know they could produce these products’ .60 
(44) In the third place , the majority of market participants does not consider Hansa -
Heemann as a main alternative to Refresco  in any of the affected markets.61 In fact, 
in the past 3 years, most market participants have  not competed against  Hansa-
Heemann in any tender procedure for the provision of PLB water, CSDs or NCSDs  
excluding water  in the Netherlands .62 In same vein , the la rge majority of competitors 
that responded to the market investigation ha ve not lost any customers to Hansa -
Heemann in the past five years  in the Dutch affected markets .63 Similarly , the vast 
majority of customers  reported in their replies to the market inv estigation that they 
had never  used an offer or bid from Hansa -Heemann in their  negotiations with other 
suppliers  in the Netherlands .64  
(45) Finally, Hansa- Heemann’s limited presence in the Netherlands is further reflected in 
its relatively low turnover in 2020, i.e., EUR […]in the Netherlands ,65 out of which 
[50-60]% corresponds to sales to [ customer information ].66  
(46) Fourth , the results of the market investigation generally support the finding that the 
Transaction will not have a negative impact on any of the affected markets  in the 
Netherlands .  
(47) In the first place, the  majority of market participants that expressed an opinion 
expect  the price of CSD, NCSD and water in the Netherlands to either decrease or 
                                                 
56 Form CO, Annex 11.  
57  Replies to question 6.1 of Q2 –  Questionnaire to customers.  
58  Replies to question 13 of Q2 –  Questionnaire to customers.  
59  Replies to question 9.1.1 of Q2 –  Questionnaire to customers.  
60  Replies to question 9.1.2 of Q2 –  Questionnaire to customers.  
61  Replies to question 4.1 of Q1 – Questionnaire to competitors; replies to question 4.1 of Q2 – 
Questionnaire to customers.  
62  Replies to question 8.1 of Q1 –  Questionnaire to competitors.  
63  Replies to question 9 of Q1 –  Questionnaire to competitors.  
64  Replies to question 10 of Q2 –  Questionnaire to customers.  
65  Form CO, paragraph 191.  
66  Form CO, paragraph 306.  
 
12 remain stable post -Transaction.67 Likewise, they also ex pect that the choice of 
suppliers of CSD, NCSD and water in the Netherlands will either increase or remain 
unchanged following the Transaction.68 Finally, no market participant expects the 
Transaction to affect the quality of the CSD, NCSD and water marketed in the Netherlands.
69  
(48) In the second place, w hile a few  market participants in the Netherlands have 
expressed some concerns  in the context of the market investigation , such concerns  
appear to relate more generally to  Refresco’s significant market position across 
several markets , without being specifically related to the relevance of Hansa-
Heemann as a competitor . In contrast , in addition to the generally neutral market 
feedback discussed in paragraph ( 47), the main Dutch retailers assert that the 
Transaction will not have any impact on them or on the Dutch market, as Hansa -
Heemann is not a significant competitor and, in any event, there a re sufficient  
alternatives to the Parties in all affected markets. In this regard, a main Dutch retail chain notes that: ‘ Hansa [-Heemann]  is not familiar to me in private label, we have 
enough good other manufacturers of our private label products ’.
 70 
(49) In the third place , certain market participants even submit  that the Transaction may 
have a positive effect on the  Dutch  market. For instance, another  large Dutch retail 
chain  submits that the integration of Hansa -Heemann’s water business into Refresco 
may ‘increase Choice in Waters, Sports & Energy Drinks: It widens our choice of 
potential suppliers’ .71 This is further supported by certain competitors of the Parties, 
who submit that the Parties ‘ can offer more options if these competitors join 
forces ’72 or tha t they ‘will be able to offer cheaper and of course create more choice 
for customers ’.73 
(50) In light of the above, the Commission concludes that the Transaction does not raise serious doubts as to its compatibility with the internal market in relation to the production and bottling in the Netherlands of : (i) PLB packaged water in PET 
packaging; (ii) PLB CSDs in PET packaging; (iii) branded CSDs in PET packaging; (iv) PLB NCSDs excluding water  in PET packaging; and (v) NCSDs excluding 
water  in PET packaging.  
5.2.2. Horizontally affected markets in Poland 
(51) In Poland, the Transaction gives rise to combined market shares in excess of 20% in one potentially relevant  market.  
                                                 
67  Replies to question 12.1 of Q2 –  Questionnaire to customers; replies to question 11.1 of Q1 –  
Questionnaire to competitors.  
68  Replies to question 12.1 of Q2 –  Questionnaire to customers; replies to question 11.1 of Q1 –  
Questionnaire to competitors.  
69  Replies to question 12.1 of Q2 –  Questionnaire to customers; replies to question 11.1 of Q1 –  
Questionnaire to competitors.  
70  Replies to question 11.1 of Q2 –  Questionnaire to customers.  
71  Replies to question 12.11 of Q2 –  Questionnaire to customers.  
72  Replies to question 10.1 of Q1 –  Questionnaire to competitors . 
73  Replies to question 11.11 of Q1 –  Questionnaire to competitors.  
 
13 Table 2 - Parties’ volume market shares in potentially relevant  production and 
bottling  markets74 for which combined shares (excluding captive sales)75 exceed 20% 
in Poland  
Country  Potentially relevant 
market  Market shares in volume76  
Refresco  Hansa -
Heemann  Combined 
Poland  PLB CSDs in PET 
packaging  [40-50]% [0-5]% [40-50]% 
Source: Form CO  
(52) While the Transaction gives rise  to one potentially relevant affected market in the 
production and bottling PLB CSDs in PET packaging in Poland, it seems unlikely 
that the Transaction would give rise to anticompetitive horizontal non- coordi nated 
effects for the following reasons.  
(53) First , the market share increment  brought about by the Transaction is  limited to [0 -
5]%, resulting  from Hansa -Heemann’s EUR […]  of revenues in Poland in 2020. 
(54) Second , a number of competitors of the Parties seem to be active in this potentially 
relevant market . Namely,  the Parties have identified a number of alternative 
available suppliers for PLB CSDs in PET packaging, including  Bewa, Ustronianka, 
Zbyszko, Hermes or Hoop.77 The market investigation has confirmed the p resence of 
those competitors in the potentially relevant affected market and, in addition, market 
participants have also identified Maspex, Wosana, Lonza Nata and Krynica Vitamin 
as main alternatives to Refresco for PLB CSDs in PET packaging .78  
(55) Third ,a it appears that Hansa- Heemann does not currently exert any significant 
competitive constraint in Poland .  
(56) In the first place, Hansa -Heemann  only has [customer information]  in Poland for 
PLB CSDs, namely [customer information] .79 This is confirmed by the market 
investigation, in which no other market participants have reported buying CSDs 
from Hansa -Heemann in Poland in the past 3 years.80 
                                                 
74  The Parties have confirmed that further segmenting the potentially relevant markets per production 
process (aseptic or non -aseptic, as well as ambient or chilled) or between organic an d non- organic  would 
not have a material effect on their combined market shares and the market share increments brought about by the Transaction and would not give rise to additional affected markets in Poland.  
75 The Notifying Party claims that there are no  captive bottlers in Poland and, therefore, the Parties’ and their 
main competitors’ market shares in that country are identical whether captive sales are included or excluded.  
76 The Parties are not able to estimate their market shares in revenue terms as no public information seems to be available in this respect, due to the fact that the bottling industry generally relies on volumes data.  
77  Form CO, paragraphs 271 and 338.  
78  Replies to question 4.2 of Q1 –  Questionnaire to competitors; replies to question 12.11 of Q2 – 
Questionnaire to customers.  
79 Form CO, Annex 11.  
80  Replies to question 6.2 of Q2 –  Questionnaire to customers.  
 
14 (57) In the second place, none of the market participants identified Hansa -Heemann as a 
main alternative to Refresco in the potent ially relevant affected market.81 In fact, in 
the past 3 years, no competitor has competed against  Hansa- Heemann in any tender 
procedure for the provision of CSD s in Poland.82 In the same vein, the ample 
majority of competitors of the Parties have not lost a ny customers to Hansa -
Heemann in the past five years  in the Polish affected market .83 Moreover, no 
downstream customer has reported in its replies to the market investigation having 
ever used an offer or bid from Hansa -Heemann in its negotiations with other  
suppliers  in Poland.84 
(58) Fourth, while one market participant in Poland has expressed concerns, these appear 
to relate to  Refresco’s significant market position across several  markets , without  
being specifically related to the relevance of Hansa- Heemann  as a competitor . This 
is confirmed by the market investigation , which support the finding that the 
Transaction will not have a negative impact on the potentially relevant affected 
market in Poland. The majority of competitors expect the price of CSD s in Poland to 
either decrease or remain stable post -Transaction.85 Likewise, they also expect that 
the choice of suppliers of CSD s in Poland will either increase or remain unchanged 
following the Transaction.86 Finally, they do not expect  the Transaction to affect the 
quality of the CSD s marketed in Poland .87  
(59) In light of the above, the Commission concludes that the Transaction does not raise serious doubts as to its compatibility with the internal market in relation to the production and bottling PLB CSDs in PET p ackaging in Poland. 
6. C
ONCLUSION  
(60) For the above reasons, the European Commission has decided not to oppose the notified operation and to declare it compatible with the internal market an d with the 
EEA Agreement. This D ecision is adopted in application of Article 6(1)(b) of the 
Merger Regulation and Article 57 of the EEA Agreement.   
For the Commission   (Signed)  
Margrethe VESTAGER  
Executive Vice-President  
                                                 
81  Replies to question 4.2 of Q1 –  Questionnaire to competitors; replies to question 12.11 of Q2 – 
Questionnaire to customers.  
82  Replies to question 8.2 of Q1 –  Questionnaire to competitors.  
83  Replies to question 9 of Q1 –  Questionnaire to competitors.  
84  Replies to question 10 of Q1 –  Questionnaire to competitors.  
85  Replies to question 12.2 of Q2 –  Questionnaire to customers; replies to question 11.2 of Q1 –  
Questionnaire to competitors.  
86  Replies to question 12.2 of Q2 –  Questionnaire to customers; replies to question 11.2 of Q1 –  
Questionnaire to competitors.  
87  Replies to question 12.2 of Q2 –  Questionnaire to customers; re plies to question 11.2 of Q1 –  
Questionnaire to competitors.