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,  30.10.2017  
C(2017 ) 7406 final  
 PUBLIC VERSION  
 
To the notifying p arty 
Subject : Case M. 8626 - CRH / XI(RMAT)  
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 25 September 2017, the Commission received notification of a proposed 
concentration pursuant to Article 4 of Council Regulation (EC) No 139/2004 by 
which CRH Zehnte Vermögensv erwaltungs GmbH (“ CRH Zehnte ”, Germany) 
ultimately contr olled by CRH plc (“CRH” , Ireland), intends to acquire within 
the meaning of Article 3(1)(b) of the Merger Regulation sole control of 
XI(RMAT), the holding company of Fels -Werke  (“Fels”)  by way of purc hase of 
shares  (“the proposed Transaction”)3. CRH is referred to as the "Notifying 
Party" and XI(RMAT) are collectively referred to as " the Parties".  
                                                 
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').  
3  Publication in th e Official Journal of the European Union No C  332/04 , 04.10.2017, p.5. 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information omitted has been replaced by 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 1. THE PARTIES  
(2) CRH is an Irish -based global company active in the manufacture and 
distribution of various building materials worldwide. Its activity is organised 
into three business segments, which are heavyside (including aggregates, 
cement, lime and concrete), lightsid e (including glass and glazing systems, 
construction accessories, and shutters and awnings), and distribution (of 
sanitary, heating and plumbing products, operation of general builder merchants 
and DIY stores). CRH Zehnte is a wholly owned indirect subsidi ary of CRH.  
(3) XI(RMAT) is the holding company of Fels, which is active in  mining, 
processing and distribution of lime and limestone products in Germany, the 
Czech Republic and Russia. To a smaller extent Fels also produces gypsum and 
mortar.  
2. THE OPERATION  
(4) The notified operation consists in CRH Zehnte purchasing all shares in 
XI(RMAT). After the proposed Transaction, CRH will thus solely control 
XI(RMAT). Fels’ Schraplau plant is not part of the proposed Transaction and 
will be carved out of Fels. The propose d Transaction therefore constitutes an 
acquisition pursuant to Article 3(1)(b) of the Merger Regulation.  
3. EU DIMENSION  
(5) The undertakings concerned have a combined aggregate world -wide turnover of 
more than EUR 5 000 m illion4 (CRH  EUR 2 7 104 million, XI(RMAT)  EUR 
[…] million . Each of them ha s an EU-wide turnover in excess of EUR 250 
million (CRH  EUR […]million, XI(RMAT)  EUR […] millon). XI(RMAT) 
achieve s […], however CRH does not achieve more than  two-thirds of its 
aggregate EU -wide turnover [in the same country ]. The notified operation 
therefore has a n EU dimension.  
4. MARKET DEFINITION  
4.1. Introduction  
(6) The proposed Transaction concerns the production of limestone, lime and 
mortar . 
(7) CRH has two plants in Poland producing lime in Kujawy and Sitkówka , the 
latter also producing limestone . Fels has plants for limestone and lime at seven 
locations in Germany and at one location in the Czech Republic. CRH has 
mortar plants in the UK, Ireland and Spain, whereas Fels produces mortar in 
Germany and the Czech Republic.  
                                                 
4  Turnover calculated in accordance with Article 5 of the Merger Regulation and the Commission  
Consolidated Jurisdictional Notice (OJ C  95, 16.4.2008 , p. 1).  
3 4.2. Relevant p roduct markets  
4.2.1.  Lime stone and lime  
(8) Limestone is a sedimentary material consisting of the minerals calcite and 
aragonite but can also have additional constituents, such as dolomite. Limestone 
has numerous uses: for instance, crushed it serves as aggregate for a base of 
roads, coarsely  ground  it is an ingredient of animal feed, pulverised it is used as 
raw material for cement and further processed it is the ingredient for lime.  
(9) Lime is an inorganic material consisting of carbonates, oxides and hydroxides. It 
is produced by burning crushed and  washed limestone with natural gas, oil or 
coal. The burning process (calcination) converts the stones into the highly 
caustic material quicklime and, through subsequent addition of water, into 
slaked lime or hydrated lime . Depending on its mineral composi tion, quality and 
consistency, l ime has a wide range of applications,  for instance in the steel 
industry, in water treatment, cattle feed, soil stabilization, drilling mud 
applications in the oil industry, or pH adjustment in various industrial  
application s.  
Distinction between lime and limestone  
(10) In the past, the Commission has not examined the relevant market for limestone 
and lime, but examined the relevant market for aggregates, one of the 
applications for limestone.5 The German Federal Cartel Office has dealt with 
limestone and lime and found that they belonged to separate product markets .6 
(11) The Notifying Party agrees with the definition of the Fede ral Cartel Office  that 
limestone and lime belong to separate product markets.  
(12) Based on its investigation in this case7, the Commission  finds that limestone and 
lime constitute distinct product markets. Fr om the demand side perspective there 
is no substitution between limestone and lime. There is  also limited supply side 
substitutability, as the further processing of limestone into lime  requires  burning 
kilns . Operating burning kilns are more capital intensive and raise the entry 
barrier into lime production.  Therefore, l imestone production is characterised by  
a large  number of small er players, many  of wh ich are  not active in lime. The 
price level of limestone and lime are also significantly different, lime being ca. 
seven times more expensive than limestone.  
 
                                                 
5  Commission, decision o f 13 January 2000, COMP/M.1779 – Anglo American / Tarmac , para. 10; 
decision of 6 September 2006, COMP/M.4298 – Aggregate Industries / Foster Yeoman , para. 9; 
decision of 7. August 2007. COMP/M.4719 – Heidelbergcement / Hanson , para. 9; decision of 15 
December 2014, COMP/M.7252 – Holcim/Lafarge , para. 323.  
6  Bundeskartellamt c ase report of November 2012, B1 -53/12 – Rheinkalk / Warstein; decision of 3 April 
2003, B1 -168/02 – Haniel / Schencking , p. 5 et seq.; decision of 10 October 2003, B1 -180/02 – 
Rheinkalk / Lengerich , p. 8. 
7  The market investigation was conducted through written questionnaires to customers and competitors 
located in the geographic areas where the Parties ' activities overlap  and, in particular,  on the alternative 
market s defined as the catchment area around the Parties' res pective plants .  
4 Distinction between different types of lime and limestone  
(13) For both, limestone and lime,  but more importantly for lime,  different product 
characteristics and varieties exist, depending on the calcium content of the stone 
and the presence of other mineral s. There are also different  processing method s 
and ultimate consistenc ies and other product characte ristics, such as reactivity  
which may result in l imited demand side substitutability .  
(14) The Notifying Party submits that due to the large degree of supply side 
substitutability beween limestone for different purposes and li me for different 
purposes, these m arkets should not be further differentiated.  
(15) The German Federal Cartel Office acknowledged the variety of lime pro ducts. 
However, based on substitution between  lime of different calcium content s 
across a large number of applications , price differentiation  between lime 
products and supply side substi tution , the German Federal Cartel Office found 
no clear indication to subsegment  the market for lime.8 
(16) Market participants responding to the investigation9 were confident  that  
generally  all competitors active in lime were able to produce any variety  and 
could quickly and without additional investment adjust their product assortment , 
within the limitations of the chemical composition of available limestone and 
technology ( kilns ).   
Conclusion  
(17) The Commission therefore considers that limestone and lime constitute different 
product markets. Furthermore , for the purposes of th e present decision, it  is not 
necessary to conclude whether such markets for limestone and lime should be 
further sub -segmented, as the proposed Transaction does not raise serious 
doubts under the alternative plausible market definition s.   
4.2.2.  Mortar  
(18) Mortar is a material used to bind building blocks such as stones, bricks or 
concrete masonry products and fill the gaps between them. It is made out of a 
paste of mineral binders, aggregates and water. Limes can be used as such 
mineral binder, amongst othe rs.  
(19) The Commission i n a past decision found that mortar constituted a separate 
product market.10 
4.2.3.  Cement  
(20) Cement is one of the main input products in modern construction. It is produced 
by grinding clinker and alternative cementitious materials. Clinker is t he main 
                                                 
8  German Federal Cartel Office decision s of 3 April 2003, B1 -168/02 – Haniel / Schencking , p.7-10; and 
of 10 October 2003, B1 -180/02 – Rheinkalk / Lengerich , p.9 
9  See replies to question 13 of Q 1 -  Questionnaire to customers and to question 1 8 of Q2 – 
Questionnaire to competitors.  
10  COMP/M.1779  - Anglo American/Tarmac .  
5 ingredient in the production of cement and is produced at high temperatures 
from limestone and other constituents in cement kilns.  
(21) The Commission has delineated the relevant product market for grey cement to 
comprise all grades of grey cement (CEM I to CEM V) but found that white 
cement does not belong to the same product market.11 
4.3. Relevant g eographic markets  
4.3.1.  Lime  
(22) The Parties  submit that lime markets should be considered national for the 
following reasons:  
a. No or limited cross -border trade of lime t akes place.12 Cross -border trade 
between the Parties' plants in Germany and Poland and in the Czech Republic 
and Poland is marginal, […]. The Parties claim that this also applies to 
competitors.  
b. Lime is a just -in-time product that is perishable and therefore cannot be 
transported or stored for very long. In addition, transportation costs are 
relatively high (ca. […]EUR per ton per 100km) compared to the price of 
lime, which is ca. […] EUR  per ton . 
c. […]  
d. Customer -supplier relationships are generally long term. Therefore close 
personal contact, common language and common currency are important 
factors, which limit cross border supplies.  
(23) There is no decisional practice of the Commission concerning the scope of the 
geographic market for lime. In similar markets, such as grey cement, the 
Commission has considered that the geographic market consists of circular 
catchment areas with 150 -250km radii around the relevant plants. The 
Commission has also analyse d concentration levels in catchment areas drawn 
around midpoints between plants.  
(24) The German Federal Cartel Office13 found  that the geographic market for lime 
was regional with a transportation radius of 200 km around a plant.  
(25) The Parties hold that, if marke ts were to be defined as catchment areas, 200km 
around plants is in line with actual transportation distances for lime deliveries of 
Fels14 in Germany and the Czech Republic but add that in  Poland  the 
transportation distances are larger, between […] and […] km for lime.  
National or narrower than national markets  
(26) The market investigation provided  evidence confirming  a number  of the Parties ' 
assertions  in favour of national or narrower than national markets for lime  - at 
least as concerns eastern Germany, Poland and the Czech Republic .  
                                                 
11  COMP/M.7252 - Holcim/ Lafarge , para. 49. 
12  […]. 
13  German Federal Cartel Office decision of 3 April 2003, B1 -168/02 – Haniel / Schencking , p. 13. 
14  […]. 
6 (27) The vast majority of the Parties' customers re sponding to the market 
investigation15 reported that they do not purchase lime across border s. This is 
notably due to distance but also the volatility  of the exchange rates , as Ge rmany, 
Poland and the Czech Republic do not have a common currency . They 
corroborated the Parties' claim that supplier relationships provided stability over 
longer periods of time , and reduced pricing uncertainty which appears to act as  
an im pediment to cross border  trade.  
(28) A number of competitors affirmed16 that they were able and ready to trade lime 
cross -border. One large competitor17 reported exports from the Czech Republic 
to Germany, driven by geographic proximity and higher prices in Germany.18  
(29) However, the geographic dispersion of the Parties' customers around the Parties' 
four plants19 in Germany , Poland and the Czech Republic, demonstrates that 
actual cross -border supplies are sporadic ; over 95% of customers in the 
catchment area of a ny of the  plant s source their lime  within the same country .  
(30) The Part ies's internal documents20 and respondents to the market investigation21 
confirm  that p rice levels are not homogenous across  countries , Germany being 
higher priced than the Czech Republic  for instanc e, although market participants 
also note that prices may also vary due to differences of product mixes and are 
therefore difficult to compare.  For example, […]  
(31) On a more aggregate level, this is also mirrored by the  real trade flows22 for lime 
in Europe : Cross-border trade can be observed  and flows are  significant in the 
Western parts of Europe, mainly between Germany, the Netherlands and France 
(and also partly Slovakia), however, not in the countries in question, between  
plants in Germany and Poland and in the Czech Republic  where the cross border 
trading seems to be minimal .23   
Cross -border regional markets  
(32) The investigation also provided some evidence in favour of  regional geographic 
markets for lime in the form  of catchment areas  around the lime plant s that 
could include areas across borders . 
(33) Respondents to the market investigation confirmed the Parties ’ view that lime 
was a just -in-time product and agreed that transportation distances were crucial.  
Therefore, catchment area s based on travel distance could be seen as an 
alternative geographic market.  As concerns the delivery distances, answers vary 
widely, and suggest radii in the range between 70-150 km. Some noted that for 
                                                 
15  See replies to question 7 of Q2 -  Questionnaire to customers.  
16  See replies to question 9 of Q1 – Questio nnaire to competitors.   
17  See reply of a competitor  to question 9 of Q1 – Questionnaire to competitors.  
18  Also internal documents of the Parties confirm that […] . 
19  Reply to the Commission's request for information on 4 October, question s 6 and 7 .   
20  Reply to the Commission's request for information on 4 October, Annex 12, […].  
21  See replies to question 15 of Q2 – Questionnaire to competitors .  
22  Reply to the Commission's request for information  on 4 October , Annex 2; CRH Lime review Europe, 
November 2016, p.23. Source of the trade statistic quoted therein: Eurostat.  
23  Reply to the Commission's request for information on 4 October , Annex 10; Presentation to the Board 
by BCG , slide 16.  
7 specific applications and qualities, the transportat ion distances could be 
significantly higher , up to 500km. In general, most respondents  agreed however, 
that 90% of their purchases took place within a radius of  below  250 km. Some 
held that this figure was somewhat higher in case of Poland but also 
signifi cantly lower in case of the Czech Republic.    
(34) Internal documents of  the Parties  look at […]. For the c atchment area  based 
analysi s, the Parties'  also seem to employ  the […] km radius as the typical 
delivery distance  around a production plant , […].24 […]. 
Conclusion   
(35) Ultimately, the Commission considers that, for the purposes of this decision, the 
precise geographic market definition  of the lime market can be left open, as no 
serious doubts arise under the alternative plausible geographic market 
definition s.  
4.3.2.  Limestone  
(36) The Commission has previously defined the relevant geographic market for 
aggregates as 50 -80 km radius circles from the source of supply. This was due to 
the high cost of transportation compared to the value of the product.  
(37) The German Compet ition Authority  held that the geographic market for 
limestone is regional, defining circular catchment areas whose radius is 
determined by the transportation distance where 90% of the limestone  is sold.   
(38) The Parties argue that the markets for limestone ar e national in scope for similar 
reasons as the ones set out for lime in the previous section  in paragraph (22). In 
addition, they hold that, if markets were to be d efined as catchment areas, they 
should be based on […] km radii around the plants due to the actual 
transportation distances for Fels and CRH. They add, however, that due to the 
lack of natural limestone in Poland , […].   
(39) Third party studies  submitted by t he Parties25 support the argument that  the 
geographic market for lime stone is […]; "[…]".   
(40) For the purposes of this decision, the geographic market definition for limestone 
can be left open as no affected markets arise under the alternative plausible  
market definitions .  
4.3.3.  Mortar  
(41) The Commission previously considered26 the existence  of local/regional markets  
based on circular catchment areas with a 120 km radius.  
                                                 
24  Reply to the Commission's request for information on 4 October , Annex 10; Presentation to the Board 
by BCG , slide 9.  
25  See reply to the Commission's request for infor mation on 4 October, Annex 12, […].  
26  COMP/ M.1779 - Anglo American/Tarmac , para 23 .  
8 4.3.4.  Cement  
(42) The Commission previously considered the existence of regional markets based 
on catchment areas around the cement plants with a radius of 150 km and 
250 km.27  
5. COMPETITIVE ASSESSMEN T 
5.1. Analytical framework  
(43) Under Article 2(2) and (3) of the Merger Regulation, 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.  
(44) In this respect, a merger may entail horizontal , vertical and/or conglomerate 
effects. The prop osed Transaction may give rise to horizontal overlaps between 
the Parties and to some horizontally affected markets.  
Horizontal effects  
(45) Horizontal  effects are those deriving from a concentration where the 
undertakings concerned are  actual or potential competitors of each other in one 
or more of the relevant markets  concerned. The Commission appraises 
horizontal effects in accordance with the  guidance set out in the relevant notice, 
that is to say the Horizontal Merger  Guidelines .28  
(46) The Horizontal Merger  Guidelines distinguish 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. Non -coordinated effects may s ignificantly impede 
competition by eliminating important competitive constraints on one or more 
firms, which consequently would have increased market power, without 
resorting to coordinated behaviour. In that regard, the Horizontal Merger 
Guidelines consid er not only the direct loss of competition between the merging 
firms, but also the reduction in competitive pressure on non -merging firms in the 
same market that could be brought about by the merger.   
(47) The Horizontal Merger Guidelines also lists a number of  factors which may 
influence whether or not significant 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 c ustomers 
to switch suppliers, or the fact that a merger would eliminate an important 
competitive force. That list of factors applies equally if a merger would create or 
strengthen a dominant position, or would otherwise significantly impede 
effective compe tition.  
                                                 
27  COMP/M. 7252  - Holcim/Lafarge, para. 57. 
28  Guidelines on the assessment of horizontal mergers under the Council Regulation on the control of 
concentrations between undertakings ("Horizontal Merger Guidelines"), OJ C 31, 05.02.2004.  
9 (48) Coordinated effects may significantly impede competition when the proposed 
merger changes the nature of competition in such a way that undertakings that 
previously were not coordinating their behaviour are, after the merger, more 
likely to coordina te and harm effective competition.  
Vertical effects  
(49) Vertical effects may arise from mergers of companies operating at different 
levels of the supply chain29.   
(50) A vertical merger may result in anti -competitive effects due to foreclosure. 
Foreclosure concerns  a situation where actual or potential rivals' access to 
supplies or markets is hampered or eliminated as a result of the merger, thereby 
reducing these companies' ability and/or incentive to compete.30  
(51) Two forms of foreclosure can be distinguished in a ve rtical relationship: input 
and customer foreclosure.  The first is where the merger is likely to raise the 
costs of downstream rivals by restricting their access to an important input 
(input foreclosure). The second is where the merger is likely to foreclo se 
upstream rivals by restricting their access to a sufficient customer base 
(customer foreclosure).31  
(52) This decision will analyse whether the proposed Transaction is likely to raise 
doubts as to its compatibility with the internal market by the creation on  non-
coordinated  and coordinated  effects  in those markets on which the Parties' 
activit ies lead to horizontal overlaps , as well as its potential vertical effects since 
limestone can be an input for the production of lime  and cement.   
 
5.2. Horizontal effects  
5.2.1. Lime  
 Non-coordinated effects  
(53) If the market for lime is defined as national , there would be horizontally affected 
markets but there is hardly any overlap between the Parties’ activities as they 
deliver only negligible quantities of lime cross -border . Combined market shares 
reach [30-40]% in the Czech Republic (Fels: [30-40]%, CRH: [0-5]%) and [40-
50]% in Poland  (CRH: [40-50]%, Fels [0-5]%). There is no overlap of sales in 
Germany  (Fels : [20-30]%). Due to the negligible overlaps, no serious doubts 
arise as to the proposed Transaction’s compatibility with the internal market as 
regards national lime markets . 
                                                 
29 “Guidelines on the assessment of non -horizontal mergers under the Council Regulation on the control of 
conce ntrations between undertakings”, OJ C 265, 18.10.2008, at p. 6 (‘Non -Horizonta l Guidelines’), 
paragraph 4.  
30  Non-Horizontal Guidelines, paragraph s 29-30. 
31  Non-Horizontal Guidelines, paragraphs 29 –30. 
10 (54) If the market for lime is defined as 200km or 250km catchment area s around the 
Parties' lime plants , there  would also be horizontally affected mark ets, with 
higher overlaps .  
(55) The Notifying Party  submit s that although the catchment areas overlap, the 
increments  in sales market shares are very low […]. […]32 from Germany into 
Poland. The Notifying Party  submit s further that there is no actual competitive 
interaction between the Parties since the main consumption centers are not 
located in the overlap lenses of the catchment areas. The Notifying Party also 
claim s that the distances between the Parties’ plants are  relatively large which 
may limit the number of customers that would consider the Parties’ plants as 
supply alternatives. Furthermore, the Notifying Party maintain s that they would 
at any rate be constrained by a number of sizeable competitors.  
(56) The main h orizontal overlap concerns the catchment areas of CRH's plant in 
Kujawy  in Poland  and Fels' plant in Rüdersdorf in Germany .  
(57) Sales based market shares corroborate the Parties' arguments33: the combined 
shares  in the overlapping 200km catchment areas would reach [40-50]%, 
however, with a small increment of [0-5]%. The 250km catchment areas result 
in lower combined market shares ( [30-40]%), with an even  lower increment ( [0-
5]%).34  
(58) Combined c apacity based market shares35 around CRH's plant in Poland 
(Kujawy ) and Fels' plant in Germany  (Rüdersdorf ) are [50-60]% and [60-70]% 
in the 200km catchment areas , with increments  of [5-10]% and [0-5]%, 
repec tively) and [40-50]% and [50-60]% in the 250km areas , with increments of 
[10-20]% and [0-5]% respectively) . Market shares are  [40-50]% and [40-50]% 
in the  respective  200km and 250km catchment areas around the mid -point  (with 
increments of [20-30]%, and [10-20]%, respectively) .36  
(59) Considering capacity for lime production , the Parties would face a number of 
competitors:  
a. In the 200km catchment area s around the Parties' plants,  the Parties’ main 
competitor Lhoist has a market share of [40-50]% and Arcelor Mittal has a 
market share of [5-10]%. There are also a number of other  smaller 
suppliers. The competitive landscape is s imilar when considering 
catchment area s with a 250km radius . 
b. In the 200km catchment area  around the midpoint between the Parties' 
plants,  Lhoist has a market share of [30-40]% and Arcelor Mittal has a 
                                                 
32  […]. 
33  Catchment area sales market shares are based on the Parties' actual sales in radii of  200 and 250km 
geodesic distance drawn around their respective plant . 
34  Form CO, paragraphs 154 -156. 
35  The Parties have calculated combined capacity market shares on the basis of two methodologies, 
following Commission precedents: (i) capacity shares of the catchment areas drawn around plants 
based on a 200km and 250km radius, as well as (ii) capacity shares of the catchment areas drawn 
around the mid -point between two plants based on a 200km and 250km radius. The shares were 
calculated following the approach  of the Commission in Decision M.7252 – Holcim Lafarge  
(para graphs  71-73, 78 and 79).  
36  Form CO, paragraph 196.  
11 market share of [20-30]%. There are also a number of ot her smaller 
suppliers.  In the  250km radius catchment area  around the  midpoint around 
the Parties' plants,  Lhoist has a market share of [30-40]% and Arcelor 
Mittal  has a market share of [10-20]%. There are also a number of  other 
smaller competitors.   
(60) Furthe r overlaps arise with respect to the catchment areas around CRH’s plants 
in Kujawy and Sitkówka in Poland  and Fels’ plant in Lestina in the Czech 
Republic .  
(61) As regards the catchment areas around CRH’s plants in Poland, Fels’ Czech 
plant only has […] sales of […]kt into the catchment areas of the Polish plants 
leading to a maximum sales based market share increment in the 200km 
catchment area of [0-5]%. The 250km cathment area would show even less 
increment. Conversely, CRH's exports  from Poland  into the Cz ech Republic are 
limited to […]kt, which results in an increment of [0-5]% to the [20-30]% sales 
based market share of Fels in the Lestina 200km catchment area .   
(62) Combined c apacity based market shares around CRH’s plants in Poland  
(Sitkówka and Kujaw y), and Fels' plant in Lestina  are, respectively,  [30-40]% 
and [50-60]% in the 200km catchment areas (increments of [0-5]% and [5-10]% 
respectively), and [30-40]% and [40-50]% in the 250km areas (increments of [0-
5]% and [10-20]% respectively).    
(63) Considering the catchment areas around the midpoints between the plants, 
combined capacity based m arket shares are [20-30]% and [20-30]% in the 
respective 200km and 250km catchment areas for the Polish Sitkówka and the 
Czech Lestina plants , and [20-30]% for both 200km and 250 km catchment areas  
between the Polish Kujawy and the Czech Lestina plants. 37 
(64) Competitor  Lhoist has a  sizable  market share  between [40-50]% and [50-60]% 
based on capacity -based mid -point market shares and there are a  large number 
of smaller suppliers, such as Carme use, Arcelor Mittal,  Dolvap or Kotouc 
Strambek among others , with market shares ranging between [0-5] and [10-
20]%.38 
(65) The Commission considers that the market investigation on the whole confirmed 
the Parties' claims. The proposed Transaction does not give rise to serious 
doubts as to its compatibility with the internal market due to non -coordinated 
effects for the following reasons:  
(66) First, the Parties are distant actual c ompeti tors: 
a. the Parties's actual sales overlap only marginally in any of the alternative 
markets, be it national or based on catchment areas, as demonstrated 
above ; 
b. respondents , including customers, did not consider the Parties as closely 
competing.39 The Parties ' plants were not considered as substitutes  and 
                                                 
37  Form CO, paragraphs 197 and 198.  
38  Form CO, paragraphs 197 and 198.  
39  See replies to question 12 of Q2 – Questionnaire to customers . 
12 none of the responding customers had deliveries from both of the Parties ’ 
plants to the same plant.40  Respondents explained that this was due to the 
geographic distance and also the composition of their products.  
(67) Second, despite significant capacity market shares in the catchment areas around 
the Fels plant in Rüdersdorf (Germany ) and CRH's plant in Kujawy, Poland, the 
Parties are not close potential  competitors.  This also applies to the CRH plant in 
Sitkówka and t he Fels plant in Lestina, where, moreover, the combined market 
share appears to be more limited.  
a. The distance between Parties' respective plants is significant. 
Consequently, the theoretical overlaps lens between the Parties' plants 
only concerns minor pa rts of the relevant catchment areas . 
b. Customers do not perceive CRH plants in Poland as closely competing 
with the Rüdersdorf plant in Germany  and Lestina in the Czech Republic . 
Apart from distance, this is mainly due to the fact that they supply lime of 
different quality and composition, suitable for different kinds of 
applications. Customers of the Rüdersdorf and Lestina  plant  therefore did 
not consider purchasing from CRH.  
c. Internal document s of the Parties confirmed that […]. 
(68) Third, there is competition from other lime producers  such as  (i) Lhoist, Arcelor 
Mittal, Wünschensdorfer Dolomit, Calcisor Kalkterminal Dresden , around 
Rüdersdorf , (ii) Lhoist, Arcelor Mittal, Carmeuse , Dolvap, Kotouc Stramberk, 
Calmit, Hasit , around Lestina, (iii) Lhoist and Arcelo r Mittal and Carmeuse, 
Dolvap, Kotouc Stramberk, Calmit , around Sitkowka and  (iv) Lhoist , Arcelor 
Mittal  and Krasnoslskstrojmaterialy , around Kujawy.    
(69) Fourth, neither competitors nor customers responding to the market 
investigation saw any impact of the merger on their businesses.41 
Coordinated effects  
(70) The proposed Transaction does not give rise  either  to serious doubts as to its 
compatibility with the internal market due to coordinated effects , by facilitating 
the firms to reach a coordinated outcome or by strengthen ing existing 
coordination .  
(71) This is in particular due to the fact that , as shown in recitals (66) and (67), the 
Parties are but distant competitors with a limited competitive interaction.  This is 
consistent with the fact that, in addition,  the Parties have a limited product 
portfolio overlap , and consequently app ear to serve, to a significant extent, 
different customer groups.  The proposed Transaction therefore neither 
eliminates an important source of rivalry nor does it significantly increase 
market concentration so as to be more conducive to coordination.  Moreo ver, 
                                                 
40  See replies to question 3 of Q 2 – Questionnaire to customers.  
41  See replies to question 1 4 of Q2 – Questionnaire to customers  and question 22 of Q1 – Questionnaire 
to competitors.  
13 according to the Notifying Party42, […]. Such potential entry could act as a 
further disruptor in case the incumbents attempted to coordinate their conduct.  
Finally,  no respondent to the  market investigation raised concerns on potential 
coordinated effects.  
5.2.2. Limestone  
(72) If national markets for limestone are defined, there is […] between the Parties’ 
activities as they […] limestone cross -border. The Notifying Party further 
submit s that due to […] cross -border deliveries, there is also […] of sale s 
activities at the regional level.  
(73) In any event, under any alternative geographic market definition (including the 
broadest one consisting in a 200km catchment area around the plants) , the 
overlaps do not lead to affected markets for limestone . A theoret ical over lap 
occur s between CRH's Sitkówka plant in Poland  ([10-20]% market share)  and 
Fels's Lestina plant  ([20-30]% market share) , but there is no overlap  from actual  
sales , and there is only a marginal overlap between the catchment areas within 
which 90% of limestone is sold, respectively .  
(74) Therefore, horizontal competition concerns are unlikely to arise.  
(75) Therefore, the Commission considers that the  proposed  Transaction does not 
raise serious doubts as to its compatibility with the internal market due  to 
horizontal  effects  as regards the Parties' activities in the sale of limestone in any 
plausible geographic market .  
5.2.3. Mortar  
(76) As concerns mortar, there are no geographical overlaps at the national level or 
between the catchment areas previously considered by the Commission.  
Therefore, the notified Transaction raises no concerns from a horizontal 
standpoint as regards the sale of mortar in any plausible geographic market . 
5.3. Vertical effects  
Limestone and lime  
(77) Limestone is used as an input in the production of lime. The proposed 
Transaction could therefore lead to a vertical relationship between the supply of 
limestone and the production of lime.  
(78) In addition to the Parties' lime plants as discussed in section 5.2.1, Fels also 
operates a number of limestone plants in Germany43 and one in the Czech 
Republic , while CRH quarries limestone in Sitkówka.  Considering the possible 
relevant geographic markets, a vertical link could thus exist between the Parties' 
                                                 
42 Form CO, paragraph 203.  
43  In Germany, Fels currently operates active quarries in the Harz region (3 quarries), Saal, Münchehof, 
Rüdersdorf and Gillersheim.  Form CO, para 70.  
14 limestone and lime operation s in the catchm ent areas of CRH's Sitkówka and 
Kujawy plants in Poland and Fels' Lestina plant in the Czech Republic  
(79) However, t he proposed Transaction is unlikely to lead to undesirable vertical 
effects either in the form of input or customer foreclosure for the followin g 
reasons:  
a. the distance between the Parties’ respective limestone quarries and lime 
plants is significant  and it is, therefore, not likely that the Transaction 
would have any impact on existing supplies from and to these plants . 
b. there are enough competitor s in the upstream and downstream markets 
and the Parties' respective market share would not give them the ability or 
incentive to engage in a foreclosure strategy. Notably, the Parties' market 
shares for their respective plants are modest for lime (as desc ribed above 
in paragraphs 61 -63) and for limestone (paragraph 73 above) . 
Limestone and cement  
(80) According to the Notifying Party, the proposed Transaction could lead to a 
vertical relationship between the supply of limestone and the production of 
cement. Lim estone is one of the raw materials used in the production of clinker, 
a key ingredient of grey cement , as well as for grey cement itself . 
(81) CHR is active on a downstream market for grey cement. It  operates an 
integrated cement plant in Karsdorf, Germany (30 -40% market share within a 
150km radius, 10 -20% market share within a 250km radius), and cement 
grinding plants in Sötenich (5 -10% market share) and Wössingen (5 -10% 
market share), while Fels operates a number of limestone plants in Germany.44 
(82) Regarding this  potential vertical link in Germany, t he proposed Transaction is 
also unlikely to lead to undesirable vertical effects either in the form of an input 
or a customer foreclosure for the following  reasons : 
a. cement producers typically do not pr ocure limestone f rom third parties , 
but operate limestone quarries on the site, or close to the site ; 
b. concerning CRH's Karsdorf cement plant  in Germany's Harz region , there 
are enough competitors in the upstream and downstream markets . 
Concerning customer foreclosure, t he proposed Transaction does not 
render more difficult sales of limestone to Karsdorf by  any third party, as 
the Karsdorf plant currently sources limestone from its own quarry. 
Concerning input foreclosure,  the market share  of Fel s' for limestone  
plants  do not exceed 30% in any relevant catchment area and  would thus 
not give the combined entity the abilit y or incentive to engage in a 
foreclosure strategy;45 
                                                 
44  See footnote 43. 
45  […]. 
15 c. concerning CRH's cement plants in Wössingen and Sötenich, there is no 
vertical relationship. These plant s are located far from Fels' limestone 
quarries and thus fall outside even the broadest alternative catchment area 
for the supply of limestone (200km radius).    
(83) Therefore, the Commission considers that the  proposed  Transaction does not 
raise serious doubt s as to its compatibility with the internal market due to 
vertical effects  as regards the the Parties' activities in the sale of limestone and 
the production of lime or grey cement.  
6. CONCLUSION  
(84) 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 in 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