CELEX: 32015M7550
Language: en
Date: 2015-04-24 00:00:00
Title: Commission Decision of 24/04/2015 declaring a concentration to be compatible with the common market (Case No COMP/M.7550 - CRH / HOLCIM LAFARGE DIVESTMENT BUSINESS) according to Council Regulation (EC) No 139/2004 (Only the English text is authentic)

|[pic]                             |EUROPEAN COMMISSION                                                                                      |

Brussels, 24.4.2015
C(2015) 2862 final

|In the published version of this decision, some information |           |Public version                                                 |
|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|omitted has been replaced by ranges of figures or a general |           |                                                               |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.                                                |           |                                                               |
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|                                                            |           |MERGER PROCEDURE                                               |

|                                                                       |To the notifying party:                                                |

Dear Sir/Madam,

Subject:    Case M.7550 - CRH / HOLCIM LAFARGE DIVESTMENT BUSINESS
Commission decision pursuant to Article 6(1)(b)  of  Council  Regulation  No 139/2004[1]  and  Article  57  of  the  Agreement  on  the  European
Economic Area[2]

    1) On 18 March 2015, the European Commission received notification of a proposed concentration pursuant to Article 4 of the Merger Regulation
       by which CRH plc ('CRH' or 'the Notifying Party'), Ireland) acquires within the meaning of Article 3(1)(b) of the Merger  Regulation  sole
       control over certain assets of Holcim Ltd ('Holcim') and Lafarge S.A. ('Lafarge')

    2) Holcim and Lafarge are required to divest those assets pursuant to the decision of 15 December 2014 based on Article 6(1)(b) in connection
       with Article 6(2) of the Merger Regulation, whereby the Commission declared the operation by which Holcim acquires within the  meaning  of
       Article 3(1)(b) of the Merger Regulation sole control of the whole of Lafarge, compatible with the internal market subject  to  conditions
       and obligations (the 'Commitments').

    3) CRH is acquiring the following assets divested by Holcim and Lafarge:

    a. the entirety of Holcim's business activities in France, with the exception of its  plant  at  Altkirch  and  adjacent  ready-mix  concrete
       ('RMX') plants and aggregates sites in the Haut-Rhin region, as well as the Montoir import terminal in Northwest France;

    b. Lafarge's grinding station Ciments Kercim (France);

    c. the entirety of Lafarge's business activities in La Réunion, with the exception of its shareholding in Ciments de Bourbon;

    d. the entirety of Holcim's operating assets in Hungary, with the exception of the closed Labatlan  cement  plant  and  a  plot  of  land  at
       Nyergesújfalu, the company PULTRANS Kft and the assets at Miskolc;

    e. the entirety of Lafarge's business activities in Romania;

    f. the entirety of Holcim's business activities in Slovakia;

    g. the entirety of Lafarge's business activities in Germany;

    h. Lafarge's business activities in the United Kingdom (“UK”), currently carried out by Lafarge  Tarmac,  with  the  exception  of:  (i)  the
       Cauldon cement plant and certain related assets; and (ii) the Cookstown cement plant in Northern Ireland;

      (hereinafter referred to as 'the Divestment Business')

    4) CRH and the Divestment Business are together referred to as 'the Parties'. The entity resulting  from  the  Holcim  /  Lafarge  merger  is
       referred to in this decision as 'LafargeHolcim'.

       THE PARTIES

    5) CRH is a global producer and supplier of building materials, including grey cement, ready-mix concrete, aggregates and asphalt.

    6) Holcim is a global supplier of  building  materials,  and  particularly  of  cement,  aggregates,  ready-mix  concrete  ("RMX"),  asphalt,
       cementitious materials and related services. It operates in more than 70 countries.

    7) Lafarge is a global supplier of cement, aggregates, RMX and other building materials. Lafarge is active  in  64  countries  and  has  some
       65,000 employees.

    8) The Divestment Business includes integrated  cement  plants,  RMX  plants,  aggregates  quarries,  grinding  stations,  cement  terminals,
       manufacturing facilities for lime, concrete blocks and mortar as well as related services.

       THE OPERATION

    9) On 31 January 2015, CRH made a binding and irrevocable offer to Holcim and Lafarge for the Divestment Business. The offer  is  conditional
       upon the relevant social processes and obtaining regulatory and other customary authorisations, including merger control clearance.

   10) Upon acceptance of the offer, CRH, Lafarge and Holcim will enter into a share purchase agreement ('SPA') by which  CRH  will  acquire  the
       share capital of the companies belonging to the Divestment Business ('the  Notified  Transaction').  The  Notified  Transaction  therefore
       consists of the acquisition of sole control by CRH of the whole of the Divestment Business and  constitutes  a  concentration  within  the
       meaning of Article 3(1)(b) of the Merger Regulation.

       EU DIMENSION

   11) The undertakings concerned have a combined aggregate world-wide turnover of more  than  EUR  5  000  million  (CRH:  18,032  EUR  million;
       Divestment Business: […] EUR million). Each of them has an EU-wide turnover in excess of EUR 250 million (CRH: […] EUR million; Divestment
       Business: […] EUR million), but they do not achieve more than two-thirds of their aggregate EU-wide  turnover  within  one  and  the  same
       Member State. The notified operation therefore has an EU dimension within the meaning of Article 1(2) of the Merger regulation.

       OVERVIEW OF PRODUCTS AND THE PARTIES' ACTIVITIES

1 Overview of the building materials industry

   12) The Notified Transaction concerns the building materials industry and relates to grey cement,  ready-mix  concrete,  aggregates,  asphalt,
       contract surfacing, cementitious materials, as well as certain other products (clinker, white cement, and concrete products).

   13) Cement is one of the main input products in modern construction. It is a fine powder produced from limestone, alumino-silicate  and  other
       constituents. Cement is used in the building and construction sector because it has a superior power to harden once mixed with water,  and
       to bind other materials for stability and strength. Cement is used as an intermediary product mainly for  the  production  of  ready-mixed
       concrete, concrete products and mortar. There are two main types of cement: white cement and grey cement.[3]

   14) The main difference between white and grey cement lies in the particular quality of limestone used for the  production  of  white  cement.
       Furthermore, white cement is used for different purposes (in particular reflecting esthetical/optical aspects), is produced in  comparably
       limited quantities and is more expensive than grey cement. CRH does not manufacture white cement in the EEA; it sources white cement  from
       third parties and resells it.

   15) Cement is produced by grinding clinker and other cementitious materials. Clinker is the main  ingredient  in  the  production  of  cement,
       produced at high temperatures from limestone and other constituents  in  cement  kilns.  In  some  cases,  mineral  components  and  other
       cementitious materials are added to the mixture by either grinding them together with clinker  or  blending  separately  ground  materials
       together.

   16) In this Decision, the term alternative cementitious materials refers to substances other than clinker that have cementitious, or hydraulic
       binding properties and that are used as supplementary materials in the production of cement and  concrete.  The  most  common  alternative
       cementitious materials are fly ash (a by-product of coal combustion in thermal power plants) and blast furnace slag (a by-product  in  the
       production of iron) in the form of granulated blast furnace slag ("GBS") or ground granulated blast furnace slag ("GGBS"). They are  added
       to cement and concrete in order to impart specific characteristics to the end product and to substitute, on the one hand, clinker  in  the
       production of cement and, on the other hand, cement in the production of concrete.

   17) Within grey cement, there are a large number of different classes available and further grades  can  be  produced  according  to  customer
       requirements. Cement classes are defined by strength development and setting times, which are in turn determined by  the  proportions  and
       nature of the different raw cementitious products used to make that particular cement type.[4] The  EU  standard  EN  197-1  defines  five
       classes of common cement that comprise Portland cement as a main constituent.

Table 1 - Classes of common cement according to EN 197-1[5]

|CEM I          |Portland cement                |Comprising Portland cement and up to 5% of minor additional constituents   |
|CEM II         |Portland-composite cement      |Portland cement and up to 35% of other single constituents                 |
|CEM III        |Blast furnace cement           |Portland cement and higher percentages of blast furnace slag               |
|CEM IV         |Pozzolanic cement              |Portland cement and up to 55% of pozzolanic constituents (volcanic ash)    |
|CEM V          |Composite cement               |Portland cement, blast furnace slag or fly ash and pozzolana               |

   18) There are generally three types of cement production sites: integrated cement plants, grinding stations and blending stations.[6]

   19) An integrated cement plant is a manufacturing facility that covers the entire cement production process from the mining of  raw  materials
       to the dispatching of cement. The production process involves the following steps: (i) raw material extraction or mining  from  a  quarry;
       (ii) raw material preparation and blending; (iii) raw feed preparation out of the  raw  materials  in  the  form  of  meal;  (iv)  clinker
       production, which forms the main process of an integrated plant, that is to say converting raw feed in  a  thermochemical  reaction  in  a
       cement kiln into the desired calcined mineral ('clinker'); (v) grinding and blending of clinker with gypsum or other components  (such  as
       alternative cementitious materials) into the desired cement product; and (vi) storage and handling of cement products, including dispatch.

   20) A grinding station or grinding mill does not include the mining and the thermal process of producing clinker, but only the final grinding,
       blending and handling steps, with clinker and other raw materials being delivered from a separate plant or sourced elsewhere.

   21) An import terminal is a depot facility dedicated to cross-border supply. This kind of site is typically  accessible  by  navigable  water,
       railway or by road. An import terminal consists of a relevant transport platform and  of  a  silo-type  storage  installation.  An  import
       terminal is a strategic asset enabling a cement manufacturer to supply a territory where it does not operate a production site.

   22) Cement is sold both bulk and bagged.[7] Bags containing about 25-30 kg of cement are  sold  through  do-it-yourself  stores  and  building
       material retailers whereas bulk cement meets the demand of RMX plants, plants producing concrete products and building sites.

Figure 1 - Cement production process[8]

[pic]

   23) Ready-mix concrete ("RMX") is produced by mixing cement and aggregates with water. Concrete is mixed either on-site or, more commonly,  in
       a dedicated plant before being subsequently transported to the point of use in specific mixer trucks.  Transport  time  and  distance  are
       limited, however, due to the inherent characteristics of ready-mix concrete to set because of cement reacting with water.

   24) Aggregates ("AGG") encompass the three primary raw materials used in construction and civil engineering: gravel, crushed  rock  and  sand.
       Due to the impact of transport costs, aggregates are typically sold locally.

   25) Asphalt is a product manufactured by heating and mixing aggregates and a binding agent (normally bitumen). It is used for surfacing roads,
       car parks, footpath pavements, airport runways, and other sites.

   26) The works associated with the construction and maintenance of roads and other  surfaces  constitute  contract  surfacing  (also  known  as
       contracting, asphalt surfacing, and road maintenance services). Within contract surfacing, asphalt is typically  laid  onto  the  prepared
       foundation layers of a road in layers, with each layer being compacted by paving machines to form the top surface of the road.

2 The Parties' activities

   27) The Parties produce and sell cement, ready-mix concrete, aggregates, and other products. The following tables provide an overview  of  the
       Parties' activities in the territories of the contracting parties to the EEA Agreement for the various  products  and  services  concerned
       with grey shaded areas indicating an overlap of activities.

   28) Concerning grey cement, the Parties' activities overlap in Belgium, France, Poland, Slovakia and the United Kingdom.

Table 2 - Grey cement sales in the EEA[9]

|          |CRH           |DivCo         |          |CRH           |DivCo       |
|FR        |No            |Yes           |PL        |Yes           |No          |
|DE        |No            |Yes           |RO        |No            |Yes         |
|HU        |Yes           |Yes           |SK        |No            |Yes         |
|IE        |Yes           |No            |UK        |Yes           |Yes         |
|NL        |Yes           |No            |          |              |            |

   29) The Parties' sourcing of cementitious materials overlaps in Germany and Spain.

Table 4 – Sourcing of alternative cementitious materials in the EEA

|          |CRH                         |DivCo                       |          |CRH                         |DivCo                       |
|AT        |No                          |Yes (S)                     |NL        |Yes (S, FA)                 |No                          |
|CZ        |No                          |Yes (S, FA)                 |PL        |Yes (S, FA)                 |No                          |
|FI        |Yes (S, FA)                 |No                          |RO        |No                          |Yes (S, FA)                 |
|FR        |No                          |Yes (S, FA)                 |SK        |No                          |Yes (S, FA)                 |
|DE        |Yes (S, FA)                 |Yes (S, FA)                 |ES        |Yes (S, FA)                 |Yes (S)                     |
|IE        |Yes (FA)                    |No                          |UK        |No                          |Yes (S, FA)                 |

FA - fly ash, S – slag

   30) Concerning sales of alternative cementitious materials, the Parties' activities do not overlap.

Table 5 – Sales of alternative cementitious materials to third parties in the EEA

|                     |CRH                  |DivCo                |                     |CRH                  |DivCo                |
|BE                   |Yes                  |No                   |NL                   |Yes                  |No                   |
|IE                   |Yes                  |No                   |UK                   |No                   |Yes                  |

   31) Concerning aggregates, the Parties' activities overlap in Slovakia and in the United Kingdom.

Table 6 – Aggregates quarries in the EEA

|               |CRH            |DivCo          |               |CRH            |DivCo          |
|FR             |No             |Yes            |RO             |No             |Yes            |
|IE             |Yes            |No             |SK             |Yes            |Yes            |
|NL             |Yes            |No             |UK             |Yes            |Yes            |
|PL             |Yes            |No             |               |               |               |

   32) Concerning asphalt and contract surfacing, the Parties' activities overlap in the United Kingdom.

       MARKET DEFINITION AND COMPETITIVE ASSESSMENT

1 Grey cement

1 Relevant product market definition

1 Past decisional practice

   33) There are two main types of cement: white cement and grey cement. In past decisions, the Commission defined distinct product  markets  for
       white cement and grey cement.[10]

   34) Concerning grey cement, the Commission has considered that the market should not be further segmented according to grades or classes  (CEM
       I to CEM V).[11] The Commission also stated that the market for grey cement could be further segmented according to whether grey cement is
       sold bulk or bagged, but left open the precise product market definition.[12]

2 The Notifying Party's arguments

   35) The Notifying Party considers there is no reason to deviate from the Commission's decisional practice  that  white  cement  constitutes  a
       product market distinct from grey cement and that grey cement of all grades comprises a single  relevant  product  market.  The  Notifying
       Party submits, however, that there is a single product market for the manufacture and sale of grey cement, irrespective of both  packaging
       (bagged and bulk).

3 Responses to the market investigation

   36) As regards the distinction between white and grey cement, respondents to the market investigation supported the Commission's  findings  in
       past decisions and the Notifying Party's view that they constitute separate product markets. Competitors and customers that  responded  to
       the market investigation almost unanimously made a distinction between white and grey cement. Those customers also  indicated  that  white
       cement has a much higher price than grey cement and is mostly employed for aesthetic reasons.[13] Those competitors also  noted  that  the
       markets for grey and white cement differ in terms of raw materials used, industrial purposes and selling prices.[14]

   37) As regards the distinction between bagged and bulk cement, respondents to the market investigation supported the Commission's findings  in
       past decisions that the market for grey cement could in principle be further segmented according to whether grey cement is  sold  bulk  or
       bagged.

   38) First, although nearly all suppliers of grey cement that responded to the market investigation indicated that they are active both in bulk
       and bagged cement, they also indicated that additional investment is required to switch production from bulk cement to bagged cement at  a
       specific plant if it is not equipped with a bagging facility. Respondents estimated lead times to complete the investment at  9-24  months
       with an average investment of EUR 5 million.[15]

   39) Second, a vast majority of respondent customers argued that they are unable to substitute bagged with bulk cement in their operations, and
       vice versa. They reported differences in terms of customers, prices and performance. For  instance,  manufacturers  of  RMX  and  concrete
       products purchase bulk cement as they need larger quantities and are equipped with silos to  preserve  the  cement.  By  contrast,  bagged
       cement is widely dedicated to smaller building sites and do-it-yourself retailers.[16]

4 Conclusion on the relevant product market

   40) In light of past decisional practice, the Notifying Party’s arguments and the  responses  to  the  market  investigation,  the  Commission
       considers that for the purposes of this Decision, the relevant product market is the overall market for grey  cement.  The  exact  product
       market definition can be left open, however, since the competitive assessment would not change even if  a  narrower  segmentation  between
       bagged and bulk grey cement were considered.

2 Relevant geographic market definition

1 Past decisional practice

   41) In past decisions, the Commission has considered that the geographic market for grey cement consists of  a  group  of  geographic  markets
       centred on different cement plants, overlapping one another. The scope of the relevant geographic markets was determined by  the  distance
       from the plant at which cement may be sold.[17] In Holcim / Cemex West, the Commission considered that the appropriate  radii  around  the
       relevant grey cement plants to be taken into account were 150 km and 250 km and in Cemex /  Holcim  Assets,  the  market  was  defined  as
       circles of 150 km radii around the cement plants. In Holcim / Lafarge the Commission also considered that the relevant geographic  markets
       should be defined as circular areas of 150 km and 250 km around the relevant cement plants, reflecting the distance  up  to  which  cement
       suppliers can economically sell cement.

2 The Notifying Party's arguments

   42) The Notifying Party argues that the maximum distance from each grey cement plant or depot over which it would be economically feasible  to
       transport grey cement is approximately 150-250 km. This distance may vary depending on numerous factors  such  as  topography,  access  to
       transport and location of other grey cement facilities. The Notifying Party, however, considers that the relevant  geographic  market  for
       grey cement should be defined as areas of 150 km or 250 km radius around each plant, in keeping  with  the  Commission's  past  decisional
       practice.

3 Responses to the market investigation

   43) Respondents to the market investigation stated that transport costs are significant in the sale of grey cement and determine how far  away
       a cement plant can still viably compete with its product.[18] Respondents also indicated that almost all cement sales  take  place  within
       radii of 150km to 250km of plants.[19]

   44) On average, [70-80]% of all CRH' sales in the EEA are sold within a distance of 150 km from its plants and  [80-90]%  of  the  sales  take
       place within 250 km. For the Divestment Business, the corresponding figures are [80-90]% and [90-100]%.

4 Conclusion on the relevant geographic markets

   45) In light of past decisional practice, the Notifying Party’s arguments and the  responses  to  the  market  investigation,  the  Commission
       considers that the relevant geographic markets in this case should be defined as circular areas of 150 km and 250 km around  the  relevant
       cement plants, reflecting the distance up to which cement suppliers can economically sell cement.

   46) The Commission acknowledges, however, that defining the relevant geographic markets as circles around a grey cement supplier’s  plant  may
       lead to the inclusion of customers facing differing supply conditions, in particular a differing number of close-by  supply  alternatives.
       Grouping together only customers facing similar supply conditions would, however, lead to the  definition  of  many  different  geographic
       markets. The Commission therefore uses the approach of drawing circles around the Parties' plants which include the  customers  for  which
       the respective plant is a potential source of supply. In any case, the fact that, within a given  circle,  customers  may  face  differing
       supply conditions will be taken into account in the ensuing competitive assessment.  The  Commission  considers  it  pertinent  to  assess
       circles with different sizes, in particular circles with radii which include most actual customers of the respective  plants  (150  km  in
       this case) as well as circles with larger radii which also include most potential customers (250 km in this case).

   47) The markets should also not be limited by national borders.  This is for several reasons.

   48) First, there are significant trade flows across national borders in certain parts of the EEA.[20] The market investigation indicated  that
       barriers to cross-border trade of grey cement are limited as many customers said they would consider procuring grey cement across national
       borders.[21]

   49) Second, while sometimes customers report a preference for domestically produced cement particularly when it comes to lead time and  supply
       continuity[22], imports are considered by a majority as a viable alternative.[23] Some major suppliers  also  reported  that  imports  can
       sometimes be the source of significant pressure on prices.[24]

   50) Third, the cross-border nature of cement sales is further reflected by the fact that the operational networks of larger  cement  producers
       are structured on a cross-border basis to achieve coverage of geographic regions.

3 Competitive assessment

1 Methodology for the calculation of market shares

   51) The Parties submitted market share estimates for their activities in grey cement using two main different methodologies: (i) sales  market
       shares based on their actual sales; and (ii) capacity market shares based on their production capacities.[25]

   52) At the national and EEA level, the Parties' sales and capacity market share estimates are based on data which is available by country. The
       capacity share estimates at the national and EEA level take into account the capacity of all plants located in the respective Member State
       and in the EEA.

   53) At the catchment area level, the Parties' market shares are based on circular catchment areas with  radii  of  150  and  250  km  geodesic
       distance. The details of the calculation of sales and capacity market shares for the catchment areas are explained  in  recitals  (56)  to
       (59). In line with the Commission's previous competitive assessments, the circles are drawn around the Parties' respective plants  (plant-
       centred approach).[26] In addition, for certain catchment areas where overlaps are more significant,  the  Parties  have  provided  market
       shares for catchment areas drawn around the mid-point between two of the Parties’ plants (this is the mid-point of a straight  line  drawn
       between the two plants). This allows an assessment from the perspective of a customer based in that location between the two plants  (mid-
       point approach).

   54) For the calculation of sales market shares, the Parties have used two elements: (i) the total market size of the catchment area; and  (ii)
       the Parties and their competitors' sales in that area. Sales data of competitors have been estimated based on public information. In order
       to determine the sales for each of the Parties in the market, sales transaction volume data of the Parties has been used.

   55) Catchment area sales market shares are based on the Parties' actual sales in radii of 150 and 250 km geodesic distance drawn around  their
       respective plant or around the mid-points. The size of the market is computed as the product of  cement  consumption  per  capita  in  the
       respective region or Member State and the population of the catchment area. In line with the Commission's most recent  precedent,[27]  the
       Parties have used data based on NUTS3 administrative regions[28] to estimate their own sales and the  size  of  the  local  market.  Local
       market shares in catchment areas are calculated based on NUTS3 administrative regions that overlap with the respective catchment area. The
       local market share of the Parties is the sum of their sales into the overlapping NUTS3 regions  divided  by  the  total  estimated  cement
       consumption in the same regions.

   56) The sales market shares of competitors are estimated by allocating the market volume minus the Parties'  volumes  to  each  competitor  in
       proportion to its production capacity shares in the area. The production capacity share of each competitor is calculated  in  relation  to
       the total capacity of competitors in the area.

   57) The capacity market shares have been calculated on the basis of two methodologies: (i) taking into account only the capacities  of  plants
       located inside the relevant catchment area (standard approach); and (ii)  taking  into  account  also  the  plants  outside  the  relevant
       catchment area whose radius overlaps with the relevant catchment area (geometric approach).  The  Commission  has  analysed  the  provided
       capacity market shares based on both methodologies and found that the shares are usually highly similar. It is  therefore  unnecessary  to
       present both sets of capacity market shares in this Decision.

2 Poland and Slovakia

   58) There is an overlap in grey cement activities between CRH and the Divestment Business in the cross-border region between  southern  Poland
       and Slovakia. While CRH does not operate any grey cement facility in Slovakia, it operates two integrated grey  cement  plants  in  Poland
       (Ożarów and Rejowiec). The Divestment Business is active in Slovakia through two integrated grey cement plants at Rohoznik and Turna.

Figure 2 - Map of Polish and Slovakian cement assets: The cement facilities of the Divestment Business are marked by brown dots  while  those  of
CRH are marked by blue dots

[pic]
Source: Q32-33 - RFI of 27 February 2015

   59) The national sales share of the Divestment Business in Slovakia amounts to [40-50]%. From Poland, CRH exports only limited amounts of grey
       cement into Slovakia, […]. Even taking these sales into account, CRH’s national sales share in Slovakia only  amounts  to  [0-5]%  ([0-5]%
       disregarding internal sales).

   60) In Poland, CRH has a national sales share of [10-20]%. The Divestment Business only imports limited amounts of grey cement in this country
       and has a national sales share of [0-5]%.

   61) For the reasons set out in recitals (64) – (70), the Commission finds that the Notified Transaction does not raise serious  doubts  as  to
       its compatibility with the internal market in relation to grey cement in the relevant catchment areas in Poland and Slovakia.

   62) First, at national level, the Notified Transaction will produce only limited increments. Even in Slovakia, where the  Divestment  Business
       has a certain presence, the increments on a national scale will be low. If only CRH sales of grey cement to third parties are  considered,
       the increment in Slovakia will amount to approximately [0-5]%, with no change to the existing competitive constraint exerted by  the  main
       competitors on the Slovak market, Asamer Group and Povazska/Berger.

   63) Second, the Notified Transaction will produce only limited increments at catchment area level.

   64) In the catchment areas around CRH's Polish plants of Rejowiec and Ożarów, the  Divestment  Business'  sales  are  low  –  with  increments
       comprised between [0-5]% and [0-5]%.

   65) As regards the catchment areas around the Divestment Business' plants in Slovakia, while increments are more significant in  the  150  and
       250 km catchment areas around Turna ([5-10]% and [10-20]% respectively), the combined market shares of  the  Parties  in  those  catchment
       areas will be low (approximately [20-30]% in both instances).

Table 7 - Grey cement sales volume shares for all overlapping catchment areas in Poland and Slovakia in 2013

|Country                        |Plant                   |Plant owner     |Radius (km)              |Divestment  |CRH (%)             |
|                               |                        |                |                         |business (%)|                    |
|Aberthaw                       |Divestment Business     |150             |[30-40]                  |[5-10]      |[30-40]             |
|Aberthaw                       |Divestment Business     |250             |[20-30]                  |[0-5]       |[20-30]             |
|Dunbar                         |Divestment Business     |150             |[40-50]                  |[0-5]       |[40-50]             |
|Dunbar                         |Divestment Business     |250             |[40-50]                  |[0-5]       |[40-50]             |
|Garston Terminal               |CRH                     |150             |[10-20]                  |[0-5]       |[10-20]             |
|Garston Terminal               |CRH                     |250             |[20-30]                  |[0-5]       |[20-30]             |
|Howden Terminal                |CRH                     |150             |[10-20]                  |[0-5]       |[20-30]             |
|Howden Terminal                |CRH                     |250             |[10-20]                  |[0-5]       |[20-30]             |
|Ipswich Terminal               |CRH                     |150             |[20-30]                  |[0-5]       |[20-30]             |
|Ipswich Terminal               |CRH                     |250             |[20-30]                  |[0-5]       |[20-30]             |
|Leith Docks (mothballed)       |Divestment Business     |150             |[40-50]                  |[0-5]       |[40-50]             |
|Leith Docks (mothballed)       |Divestment Business     |250             |[40-50]                  |[0-5]       |[40-50]             |
|Montrose Terminal              |CRH                     |150             |[40-50]                  |[0-5]       |[40-50]             |
|Montrose Terminal              |CRH                     |250             |[40-50]                  |[0-5]       |[40-50]             |
|Northfleet                     |Divestment Business     |150             |[20-30]                  |[0-5]       |[20-30]             |
|Northfleet                     |Divestment Business     |250             |[20-30]                  |[0-5]       |[20-30]             |
|Shoreham Terminal              |CRH                     |150             |[20-30]                  |[0-5]       |[30-40]             |
|Shoreham Terminal              |CRH                     |250             |[20-30]                  |[0-5]       |[20-30]             |
|Swansea Terminal               |CRH                     |150             |[30-40]                  |[5-10]      |[40-50]             |
|Swansea Terminal               |CRH                     |250             |[20-30]                  |[0-5]       |[20-30]             |
|Tunstead                       |Divestment Business     |150             |[10-20]                  |[0-5]       |[10-20]             |
|Tunstead                       |Divestment Business     |250             |[20-30]                  |[0-5]       |[20-30]             |

Source: Form CO, paragraph 257

   66) The more significant increments concern the catchment areas around the Aberthaw integrated plant and the Swansea import terminal in  South
       Wales. These areas are assessed separately below.

   67) As regards the other catchment areas, because of the limited market share increases, the Notified Transaction  will  not  generally  bring
       about any material change in the structure of the market and in the conditions of competitions in the affected catchment areas.  Customers
       who responded to the market investigation also generally did not forecast any negative impact from  the  Notified  Transaction.[44]  As  a
       partially different picture emerged, however, from the market investigation in relation to the catchment areas around  the  plant  of  the
       Divestment Business at Dunbar, Scotland, where two customers reported potential concerns, these areas are assessed separately below.

South Wales

   68) In the 150 km catchment area around CRH's import terminal at Swansea, in South Wales, the increment  will  be  [5-10]%  and  the  combined
       market share will amount to [40-50]%. This relatively high market share will be due to the proximity between the CRH  import  terminal  at
       Swansea and Lafarge’s divested plant at Aberthaw, which is the main facility of the Divestment Business in South Wales. These  plants  are
       located 50 to 60 kilometres away from each other.

   69) Respondents to the market investigation in the area  reported  that  cement  producers  and  importers  are  operating  at  high  capacity
       utilisation rates due to an upturn in the construction business in the United Kingdom.[45]  One  customer  expressly  indicated  that  the
       Notified Transaction will lead to less competition in South Wales.[46]

   70) For the reasons set out below, however, the Commission finds that the Notified Transaction  does  not  raise  serious  doubts  as  to  its
       compatibility with the internal market in relation to grey cement in this catchment area.

   71) First, in the catchment area of 250 km around the Swansea plant, the combined market shares will be [20-30]% with an increment  of  [0-5]%
       and a significant constraint will be exerted by the Cauldon plant, which belongs to, and will  be  retained  by,  Lafarge.  Currently  the
       Cauldon plant supplies only small volumes into this area given that Lafarge supplies this area from  Aberthaw.  Post-transaction,  Lafarge
       will not only have the capacity and ability but also the incentive to supply more volumes into the Swansea area from its Cauldon plant and
       compete with the Parties. Even if it is located further away than Aberthaw, the Cauldon plant [variable  cost  assessment]  can  […]  sell
       cement into South Wales, including the Swansea area.

   72) This is supported by the availability of spare capacities at Cauldon. The plant currently operates at around [>50]% utilisation  rate  and
       has a spare capacity of […] kt, which is larger than the total capacity (throughput) of the Swansea  terminal  ([…]kt).  Post-transaction,
       this spare capacity will increase to an estimated […]kt,[47] because Cauldon will no longer supply grey cement to the  downstream  Lafarge
       RMX operations which will be divested to CRH.[48] While the […]kt figure may overstate the  potential  additional  overcapacity  resulting
       from the Notified Transaction,[49] additional capacity will be freed up and LafargeHolcim will be able to use it to compete in South Wales
       as well as in other regions in the United Kingdom (in particular the London area in South-East England).

   73) Second, CRH will have the incentive to maintain active its Swansea terminal and to import cement from its Irish plant located  in  Platin.
       Currently, the Platin plant has a spare capacity of [>50]%.[50] The Irish market in general is characterised by  significant  overcapacity
       and lower prices, whilst demand and prices in the United Kingdom in general and South Wales in particular are rising. Aside from the price
       differential for grey cement in the two countries, CRH also made recent investments […].

   74) Third, responses from customers to the market investigation are in line with these findings.  With  the  one  exception  mentioned  above,
       customers generally did not state that the Notified Transaction would have a negative impact on competition  in  the  catchment  area.[51]
       Half of the customers in South Wales indicated that they have already considered Cauldon as a potential alternative source  of  supply  of
       grey cement. A majority of customers also indicated they would consider Cauldon as an alternative source of grey cement should there be  a
       price increase of 10% in South Wales[52].

Scotland

   75) The Divestment Business has a significant presence in the 150km catchment area around  Dunbar  ([40-50]%).  Two  customers  based  in  the
       catchment area and that responded to the market investigation suggested that the Notified Transaction may give rise to potential  negative
       effects on their business.[53]

   76) For the reasons set out below, however, the Commission finds that the Notified Transaction  does  not  raise  serious  doubts  as  to  its
       compatibility with the internal market in relation to grey cement in this catchment area.

   77) First, the market share increment brought by CRH's terminal in the area will be limited to [0-5]%.

   78) Second, post-transaction, a number of alternative suppliers of grey cement will remain active in Scotland.  For  instance,  Cemex  (import
       terminal of Leith, Edimbourg), HeidelbergCement (import terminal of Bellshill, Glasgow), LafargeHolcim (import terminal in  Glasgow)  have
       operations within the catchment area, whereas other importers sell cement within the catchment area through terminals  situated  in  other
       locations, such as Durham and Stranraer.

   79) Third, other customers in the catchment area and that responded to the market investigation did  not  raise  any  concerns  regarding  the
       Notified Transaction.[54]

   80) Fourth, while the two customers that expressed concern about potential negative effects on their businesses  would  have  to  source  grey
       cement  further away from their operations in order to source it from other producers, they would still have alternative sources of supply
       within the reach of the catchment area, with both of them stating they have already asked for quotes from other competitors.[55]

4 Conclusion on grey cement

   81) For the reasons set out above, the Commission finds that the Notified Transaction does not raise serious doubts as  to  its  compatibility
       with the internal market in relation to grey cement in the relevant catchment areas in Slovakia/Poland, France/Belgium and in  the  United
       Kingdom.

2 RMX

1 Relevant product market definition

   82) RMX is concrete that is manufactured for delivery to a customer’s construction site in a freshly mixed  and  unhardened  state.  It  is  a
       mixture of grey cement (and/or other cementitious additives), aggregates (generally comprising sand and  gravel,  or  crushed  rock),  and
       water. RMX can be manufactured at a central plant, from where  it  is  transported  and  placed  at  site.  Alternatively,  although  less
       frequently (and not by the Parties in the EEA), RMX material inputs can be transported separately in volumetric trucks and only mixed into
       RMX at the construction site.

1 Past decisional practice

   83) In past decisions, the Commission has consistently considered RMX as single, distinct product market.[56]

2 The Notifying Party's arguments

   84) The Notifying Party submits that all specifications of RMX should be considered to form part of the same relevant product because the same
       RMX plant can manufacture the full range of RMX specifications.

       3 Conclusion on the relevant product market

   85) In line with past decisions and the submissions of the Notifying Party, the Commission considers that RMX constitutes  a  single  distinct
       product market for the purposes of the Notified Transaction.

2 Relevant geographic market definition

   86) Once RMX has been mixed, it must be used within approximately one to two hours. Therefore, RMX suppliers generally compete  in  geographic
       markets within a narrow radius of local production sites.

   87) In past decisions, the Commission considered but left open a radius of 15-40 km around a production site.[57] In its most recent decision,
       the Commission considered that the appropriate geographic market over which RMX needs to be assessed is a radius of 25 km.[58]

   88) As the assessment of the Notified Transaction does not raise serious doubts as to its compatibility with the  internal  market  under  any
       plausible geographic market definition, the exact geographic market definition can be left open in this case.

3 Competitive assessment

   89) Although CRH and the Divestment Business are both active in the United Kingdom, their sites do not overlap at  catchment  area  level.  As
       regards Hungary, there is an overlap in the Parties' activities at catchment area level in three sites, but the Notified Transaction  does
       not result in any affected market (combined market shares below 20%).[59]

4 Conclusion on RMX

   90) In line with the above, given that no affected markets arise in RMX, the Commission finds that the Notified  Transaction  does  not  raise
       serious doubts as to its compatibility with the internal market in relation to RMX.

3 Alternative cementitious materials

1 Relevant product market definition

   91) Alternative cementitious materials refer mainly to slag and fly ash, both of which are by-products of other industrial processes. Slag  is
       a by-product of a production of iron. It is obtained from blast furnaces along with molten iron. Fly ash, on the  other  hand,  is  a  by-
       product of electricity generation resulting from the burning of powdered coal at high temperatures. They can be used in the production  of
       cement and concrete to provide the end product with specific characteristics or to substitute clinker with less expensive raw materials.

   92) While fly ash does not require any further processing, liquid slag is granulated to produce granulated blast-furnace slag ('GBS'[60]). GBS
       exhibits cementitious properties and is used as hydraulic binder in the production of, for instance, cement, concrete, mortar  and  grout.
       GBS can be further ground to produce ground granulated blast-furnace slag ('GGBS'[61]). GGBS is then blended with ground clinker and other
       cement constituents to produce blended cements.

1 Past decisional practice

   93) In past decisions,[62] the Commission considered, but ultimately left open, the question of whether products  derived  from  fly  ash  and
       blast furnace slag belong to the same product market, referring to alternative cementitious materials as 'cement additives'.

2 The Notifying Party's arguments

   94) The Notifying Party submits that there is a single product market comprising slag (including  GBS  and  GGBS)  and  fly  ash  since  these
       materials can be used, to an appreciable extent, as substitutes for one another and for various other materials.

3 Conclusion on the relevant product market

   95) The exact product market definition concerning alternative cementitious materials can be left open as the competitive  assessment  remains
       the same under any plausible market definition.

2 Relevant geographic market definition

1 Past decisional practice

   96) In Heidelberg/Hanson, which concerned the United Kingdom, the geographic market definition was ultimately left open, although  respondents
       to the market investigation supported a wider  than  national  market.[63]  The  geographic  market  definition  was  also  left  open  in
       CSN/Cimpor.[64] In the earlier case of CRH/Semapa/Secil JV, however, the wider market for cement additives was considered to  be  national
       in scope.[65]

   97) In Holcim/Cemex West, the Commission analysed the concentration based on 250 km radii around GBS sourcing sites in Germany, but  left  the
       exact geographic definition concerning GBS and GGBS open.[66]

   98) In Holcim/Lafarge, while the Commission assessed the concentration on both a national basis and on the basis of 250 km radii around source
       sites, it ultimately left open the exact geographic definition concerning alternative cementitious materials.[67]

2 The Notifying Party's arguments

   99) The Notifying Party submits that the geographic market for slag and  fly  ash  is  EEA-wide  as  alternative  cementitious  materials  are
       commodities that can be transported economically in bulk volume up to 500km by truck, and beyond by train and/or barge. It further submits
       that there are substantial trade flows between EEA countries, given that (i) the materials are not produced in all  Member  States  –  the
       materials are transported from the steel and electricity producers production  sites  to  the  locations  of  consumption  at  the  cement
       producers' sites, and (ii) consumption levels vary depending on the volume of cement and concrete production  –  alternative  cementitious
       materials therefore flow in the direction of consumption.

  100) According to the Notifying Party, the conclusion on the scope of the relevant geographic market  being  EEA-wide  will  equally  apply  to
       GBS/GGBS and fly ash if treated as separate markets.

3 Conclusion on the relevant geographic markets

  101) The exact geographic market definition concerning alternative cementitious materials can  be  left  open  as  the  competitive  assessment
       remains the same under any plausible market definition.

3 Competitive assessment

  102) The Parties' activities overlap in the sourcing of alternative cementitious materials from steel producers and fly ash from  power  plants
       operators. CRH does not sell alternative cementitious materials to  third  parties,  except  for  in  Belgium  and  the  Netherlands.  The
       Divestment Business sells alternative cementitious materials to third parties only in Great Britain.

  103) The methodology used for the Parties' market share assessment is based on procurement shares rather than  sales  shares.  For  the  market
       share assessment, the Notifying Party has first estimated aggregated production volumes of  alternative  cementitious  materials  for  all
       production sites in the EEA of which they are aware. In many instances, the Notifying Party was aware of the general scale  of  production
       volumes following discussions with producers in the context of tender procedures and annual forecasts. For steel, the Notifying Party  has
       considered steel output and drawn conclusions from that on the likely output of slag. Where the  output  of  steel/slag  is  unknown,  the
       Notifying Party has taken the average output of a steel plant. For fly ash, average production per site is estimated based  on  the  total
       hard coal fired power generation capacity per country, and the number of hard coal fired power plants. The Notifying Party  has  estimated
       the total market volume of slag and fly ash available from steel plants and power plants in the EEA to be 51,044,100t.[68]

  104) At EEA level, the combined procurement shares will be [10-20]% with an increment of [0-5]% in the EEA.

  105) At a national level, the Parties' procurement activities with respect to slag and fly ash overlap at national level only in Germany and in
       Spain. The Parties' combined procurement shares are below [5-10]% in Germany and below [0-5]% in Spain.

  106) When using a radius approach of 250 km around potential sourcing plants for alternative cementitious materials (inclusive of GBS, GGBS and
       fly ash), the Parties' activities overlap in numerous sites, located in 10 countries, namely Austria, Belgium, Netherlands, France,  Czech
       Republic, Germany, Hungary, Poland, Slovakia and Spain.

  107) There is, however, only one site where the Parties' combined procurement share would result in an affected market. This site is located in
       Le Havre (France). The combined procurement share around this sourcing site will amount to [20-30]% with  an  increment  of  [0-5]%.  This
       increment is not capable of affecting the market structure or the competition conditions in the affected catchment area.

4 Conclusion on alternative cementitious materials

  108) For the reasons set out above, the Commission finds that the Notified Transaction does not raise serious doubts as  to  its  compatibility
       with the internal market in relation to cementitious materials irrespective of whether the market is considered at EEA level, at  national
       level or at catchment area level.

4 Aggregates

1 Relevant product market definition

  109) Aggregates are used as base materials in the construction of roads, buildings and other infrastructure, as well as raw materials  used  to
       make products such as concrete, asphalt and mortar. They may be: (i) quarried from land and  dredged  from  the  sea  (together,  “primary
       aggregates”); (ii) obtained from the waste products of other mining or industrial activities (“secondary aggregates”);  or  (iii) obtained
       from recycled sources such as demolition sites and construction waste (“recycled aggregates”). They are typically  used  in  construction.
       They are also supplied for specialist uses such as railway ballast.[69]

1 Past decisional practice

  110) In past decisions, the Commission has considered aggregates as a single, separate product market.[70] The Commission has also  considered,
       but ultimately left open, a further segmentation between: (i) primary aggregates (crushed rock, gravel and sand);  and  (ii)  secondary  /
       recycled aggregates (such as colliery and china clay waste, slate, power station ash, slags and demolition/construction waste).[71]

  111) The UK Competition Commission has also defined one product market for these types of aggregates  in  its  market  investigation  into  the
       United Kingdom building materials markets, in particular for reasons of demand-side substitutability.[72] In an earlier  merger  decision,
       the Competition Commission defined a separate product market for primary aggregates.[73]

  112) Within the primary aggregates category, the Commission has also considered, but  ultimately  left  open,  in  past  decisions,  a  further
       distinction between: (i) sand and gravel; and (ii) crushed rock.[74]

2 The Notifying Party's arguments

  113) The Notifying Party submits that construction aggregates generally constitute a single product market. It refers  to  the  UK  Competition
       Commission's report[75] which found that primary and secondary construction aggregates form part of the same products market.[76]

  114) Moreover, the Notifying Party points to a steady growth in the use of recycled and secondary aggregates due to  more  efficient  recycling
       technologies, various government initiatives and changes in product specifications that  will  allow  for  greater  use  of  secondary  or
       recycled aggregates as substitutes for primary aggregates.[77]

  115) In any event, the Notifying Party submits that the precise product market definition for aggregates can  be  left  open  as  the  Notified
       Transaction does not give rise to serious doubts irrespective of the precise delineation of the relevant product market.

3 Conclusion on the relevant product market

  116) For the purpose of the assessment of the Notified Transaction, the exact market definition can be left open as the competitive  assessment
       remains the same under any plausible market definition.

2 Relevant geographic market definition

1 Past decisional practice

  117) In past decisions, the Commission has considered the aggregates market to be local/regional[78] or at most national[79] in scope  and  has
       retained a radius of 50 to 80km depending on the particularities of the areas concerned.[80] This is due to the fact that  aggregates  are
       heavy and voluminous products with significant transport costs.

2 The Notifying Party's arguments

  118) The Notifying Party submits that the application of the 50km radius is the most appropriate geographic market in  this  case,  principally
       because of the impact of transportation costs in the aggregates industry. It further submits that, due to large  transport  costs,  it  is
       more economically effective for aggregates players to set up new quarries every 30-50km as opposed  to  transport  materials  beyond  that
       distance.

3 Conclusion on the relevant geographic markets

  119) In light of past decisional practice and the Notifying Party’s arguments, the Commission considers that assessing the  local  construction
       aggregates markets within a radius of 50-80km is appropriate in this case.

3 Competitive assessment

1 Overview of the activities of CRH and the Divestment Business

  120) CRH operates aggregates quarries in 5 EEA countries: Ireland, the Netherlands, Poland, Slovakia and the United Kingdom. CRH  is  primarily
       active in the production and sale of land-won primary aggregates (i.e. crushed rocks,  sand  and  gravels)  with  some  activity  in  lake
       dredging and recycling. CRH's activities in secondary and recycled aggregates are limited and carried out mainly in Ireland.  With  regard
       to specialist aggregates, CRH sells rail ballast in Ireland, the United Kingdom (Northern Ireland), Switzerland, Finland and Poland.

  121) The Divestment Business operates aggregates quarries in 4 countries of the EEA: France (mainland and La Réunion),  Romania,  Slovakia  and
       the United Kingdom. The Divestment Business includes Lafarge's activities in rail ballast and high PSV in the United Kingdom.

  122) Aggregates quarries of CRH and of the Divestment Business overlap at catchment area level both in  Slovakia  and  in  the  United  Kingdom
       (Northern Ireland). In addition, the Notifying Party explains that there are three  affected  quarries  in  Ireland  due  to  cross-border
       overlap between Ireland (CRH) and Northern Ireland (the Divestment Business).

2 Methodology for the calculation of market shares

  123) The competitive assessment for the regional markets is carried out on the  basis  of  the  plant/quarry-centred  approach.[81]  Production
       shares serving as proxy for market shares are calculated on the basis of: (i) an estimation of aggregates sales into  catchment  area  and
       (ii) an estimation of local aggregates demand. The consideration of both sales and demand side data leads to more  precise  estimation  of
       production shares.

  124) Regarding the estimation of aggregates sales into catchment areas, quarry's production figures are used as a proxy for  a  quarry's  sales
       into a catchment area. The analysis assumes that production is sold uniformly in a radius of 50 km around the quarry's location. The sales
       of overlapping quarries are attributed to a catchment area based on the percentage overlap it has with its own catchment area.

  125) The estimation of local aggregates demand is calculated by breaking  down  national  aggregates  consumption  and  calculating  per-capita
       consumption. The NASA population dataset is then used to estimate the  population  around  each  plant.  Local  demand  is  calculated  by
       multiplying the NASA local population by the national per-capita consumption.[82]

3 United Kingdom (Northern Ireland) and Ireland

  126) CRH is active on the aggregates market in Northern Ireland where it operates […] quarries. CRH's production  shares  in  Northern  Ireland
       amounted to [10-20]% in 2013. This presence in Northern Ireland is more diluted in the overall United  Kingdom  where  CRH  had  a  [0-5]%
       production share in 2013.

  127) The Divestment Business operates 212 quarries in the United Kingdom. While it has a more significant  position  than  CRH  in  the  United
       Kingdom, with a [20-30]% production share for aggregates in 2013, this share drops to [5-10]% when only considering Northern Ireland.

Table 10 - Aggregates production shares in overlap countries for 2013

|                                   |CRH (%)                        |Divestment Business (%)        |Combined (%)                   |
|United Kingdom                     |[0-5]                          |[20-30]                        |[20-30]                        |
|Northern Ireland                   |[10-20]                        |[5-10]                         |[20-30]                        |

Source: Form CO, paragraph 381

  128) For the reasons set out in recitals (152) to (154), the Commission finds that the Notified Transaction does not raise serious doubts as to
       its compatibility with the internal market in relation to aggregates in the relevant catchment  areas  in  the  United  Kingdom  (Northern
       Ireland) and in the cross-border region between Ireland and Northern Ireland.

  129) First, a majority of the Parties' overlapping quarries located in Northern Ireland and in Ireland will  have  combined  production  shares
       below 20%. In addition, there are ten affected catchment areas with combined market shares above 20%. The highest combined  market  shares
       would be Mullaghchrone in Ireland (combined production shares of [30-40]% with an  increment  of  [0-5]%)  and,  Silica  Sand  in  Ireland
       (combined production shares of [30-40]% with an increment of [0-5]%). Even for these areas, however, the increment  in  production  shares
       brought about by the Notified Transaction will be marginal (comprised between [0-5] and [0-5]%) and unlikely to bring about  any  material
       change to the market structure.

Figure 5 - Map of the overlapping quarries in Northern Ireland and Ireland

                                                                      [pic]
Source: Form CO, page 138

  130) Second, post-transaction there will remain a number of competitors with the  capability  and  incentive  to  increase  output  should  the
       Notifying Party decide to increase prices. These include Lagan Group, FP McCann  Ltd,  CES  Quarry  products,  Norman  Emerson  Group,  WJ
       McCormick & Sons Ltd. and Gibson Bros Ltd.

  131) Third, regarding potential vertical competitive concerns, due to the limited increments and the resulting combined  market,  the  Notified
       Transaction will not give the Notifying Party either the ability or incentive to foreclose actual or potential rivals’ access to  supplies
       or customers.

4 Slovakia

  132) CRH is active on the aggregates market in Slovakia where it operates […] quarries. CRH's production shares in Slovakia amounted to  [0-5]%
       in 2013.

  133) The Divestment Business operates 6 quarries in Slovakia. The Divestment Business has slightly bigger stronger position in Slovakia  as  it
       had a [0-5]% production shares for aggregates in 2013.

  134) The Commission finds that the Notified Transaction does not raise serious doubts as to its  compatibility  with  the  internal  market  in
       relation to aggregates in the relevant catchment areas in Slovakia. This is because in the 8  overlapping  catchment  areas  in  Slovakia,
       estimated combined market shares will be between [5-10]% and [10-20]%, and increments between [0-5]% and [5-10]%.

4 Conclusion on aggregates

  135) In light of the above, the Commission finds that the Notified Transaction does not raise serious doubts as to its compatibility  with  the
       internal market in relation to aggregates in the relevant catchment areas in the United Kingdom (Northern Ireland) and in Slovakia.

5 Asphalt and contract surfacing

1 Relevant product market definition

  136) Asphalt is manufactured by heating and mixing aggregates and a binding agent (normally bitumen), and is  used  for  surfacing  roads,  car
       parks, footpath pavements, airport runways, and other sites. Asphalt mix is typically composed of 95% aggregates and 5% bitumen.

  137) Asphalt is typically purchased by private contractors engaged by  public  authorities  in  road  construction  and  by  those  engaged  in
       commercial and residential construction (such as surfacing around retail and housing developments). Given its perishable  nature,  asphalt
       is best laid within approximately two to three hours of dispatch.

  138) The works associated with the construction and maintenance of roads and other  surfaces  constitute  contract  surfacing  (also  known  as
       contracting, asphalt surfacing, and road maintenance services).

1 Past decisional practice

  139) The Commission has assessed asphalt in several decisions and found that asphalt is a distinct product  market  from  aggregates  and  road
       works.[83]

  140) In past decisions,[84] the Commission has considered road construction to be a relevant  product  market  in  itself,  distinct  from  the
       materials used, namely aggregates and asphalt.

2 The Notifying Party's arguments

  141) The Notifying Party agrees that asphalt constitutes a distinct product market, mentioning that this is also in line with a  recent  report
       of the UK Competition and Markets Authority (CMA).[85]

  142) The Notifying Party argues that contract surfacing constitutes a distinct relevant product  market.  In  contract  surfacing,  asphalt  is
       typically laid onto the prepared foundation layers of a road in layers, with each layer being compacted by paving machines to form the top
       surface of the road. The assets required to carry out contract surfacing activities are principally road planning and surfacing  machines,
       paving machines, and offices.[86]

3 Conclusion on the relevant product market

  143) In light of past decisional practice and the Notifying Party's arguments the Commission considers that both asphalt and contract surfacing
       constitute distinct product markets.

2 Relevant geographic market definition

  144) Asphalt mix is a perishable product that needs to be transported in specially heated containers to prevent it from setting before  it  can
       be delivered and laid. This means that the asphalt mix needs to have a temperature of 150-190°C when arriving at the construction site.

  145) Regarding contract surfacing, the equipment required for road construction and maintenance is mobile and can  be  moved  around  a  Member
       State to the point of demand.

1 Past decisional practice

  146) In past decisions, the Commission has considered a geographic market within a radius of 25-100 km from the asphalt plant.[87] In Holcim  /
       Lafarge, the Commission recently found that the geographic market for asphalt consists of radius of 40km around each asphalt facility.[88]

  147) As regards contract surfacing, the Commission has previously considered the market for road construction to  be  national,  while  leaving
       open the question of a more local segmentation.[89]

2 The Notifying Party's arguments

  148) While noting that the precise catchment areas might vary depending on a multiple of factors (such as topography, location  of  plants  and
       demand density), the Notifying Party considers a distance of approximately 40km to be a  good  representative  basis  for  defining  local
       catchment areas in the United Kingdom.[90] It also notes that this is in line with the extended catchment area recently used in  a  report
       by the CMA.[91]

  149) Consistent with the Commission’s view,[92] the Notifying Party considers the geographic market for contract surfacing to be no wider  than
       national.

3 Conclusion on the relevant geographic markets

  150) In light of past decisional practice and the Notifying Party's arguments, the Commission considers that the relevant geographic market for
       asphalt is a radius of 40km around each facility, while the relevant market for contract surfacing is national in scope.

3 Competitive assessment

1 Methodology for the calculation of market shares

  151) The competitive assessment for asphalt is carried out on the basis of the plant-centred approach. Production shares, serving  as  a  proxy
       for sales shares, are calculated using two features: (i) an estimation of asphalt sales into catchment areas and (ii) an estimation of the
       local demand for asphalt. Regarding the estimation of asphalt sales into catchment areas, the analysis assumes  that  production  is  sold
       uniformly in a radius of 40 km around the plant's location.

  152) The estimation of local asphalt demand is calculated by breaking down regional asphalt consumption and calculating per-capita  consumption
       at the regional level. The NASA population dataset is then used to estimate the population around each  asphalt  plant.  Local  demand  is
       calculated by multiplying the local population around each plant with consumption  per  capita  of  the  region  in  which  the  plant  is
       located.[93]

  153) When calculating contract surfacing shares, the Notifying Party used two main approaches: (i) volume sales shares on the one hand and (ii)
       value sales shares on the other hand. The volume sales shares are calculated by dividing the Parties' sales in volumes by an  estimate  of
       the total asphalt production of construction materials and waste sectors experts.[94] The value market shares are calculated  by  dividing
       the Parties' sales by value by the Parties' own estimate for the size of the contract surfacing market.

2 Overview of the Parties' activities

  154) CRH is active in producing asphalt in Ireland, the United Kingdom (Northern Ireland) and Poland.

  155) The Divestment Business is active in producing asphalt in the United Kingdom (Great Britain and Northern Ireland). It comprises 72  active
       asphalt facilities. Its main customers are local authorities, regional surfacing contractors and highway agencies. In 2013, the Divestment
       Business sold […] t of asphalt, generating sales of […] GDP.

  156) In contracting surfaces, the Divestment Business comprises 22 offices in the United Kingdom, with sales of […] in 2013.

3 United Kingdom (Northern Ireland) – Asphalt

  157) The Parties’ activities in asphalt overlap only in the United Kingdom (Northern Ireland).

  158) At a national level, the estimated combined market shares of the Parties in the United Kingdom will be [30-40]%, with an increment of  [0-
       5]% from CRH.

  159) At catchment area level, all overlaps are in Northern Ireland, but they do not result in any affected market.

Table 11 - Asphalt catchment areas in Northern Ireland (2013)

|Country                  |Site                 |Site owner         |CRH               |Divestment Business |Combined                  |
|Northern Ireland         |Craigantlet          |Divestment Business|[10-20]           |[0-5]               |[10-20]                   |
|Northern Ireland         |Ballymena            |CRH                |[10-20]           |[0-5]               |[10-20]                   |
|Northern Ireland         |Croaghan             |CRH                |[20-30]           |[0-5]               |[20-30]                   |
|Northern Ireland         |Mallusk              |CRH                |[10-20]           |[0-5]               |[10-20]                   |
|Northern Ireland         |North Down           |CRH                |[10-20]           |[0-5]               |[10-20]                   |

Source: Form CO, paragraph 520

  160) For the reasons set out in recitals (184) and (185), the Commission finds that the Notified Transaction does not raise serious  doubts  as
       to its compatibility with the internal market in relation to asphalt in the United Kingdom.

  161) First, at a national level, the Notified Transaction will result in a marginal increase, as CRH is a minor player with a market  share  of
       [0-5]%.

  162) Second, at catchment area level, the Notified Transaction will not result in any affected market, as the combined shares will in all cases
       be less than 20% with marginal increments below [0-5]%, and in the only area in Northern Ireland in which CRH has a market share exceeding
       20% ([20-30]% in Croaghan) the Divestment Business is not active.

4 United Kingdom (Northern Ireland) – Contract surfacing

  163) The Parties’ activities in contract surfacing overlap only in the United Kingdom (Northern Ireland).

  164) For the reasons set out in recitals (188) and (189), the Commission finds that the Notified Transaction does not raise serious  doubts  as
       to its compatibility with the internal market in relation to contract surfacing in the United Kingdom.

  165) First, estimated combined volume and value market shares at national  level  in  the  United  Kingdom  amount  to  [10-20]%  and  [10-20]%
       respectively. Moreover, CRH is a minor player for contract surfacing in the United Kingdom and hence increments do not exceed [0-5]%.

  166) Second, the merged entity will face competition from several other players, including the new LafargeHolcim entity.

4 Conclusion on asphalt and contract surfacing

  167) For the reasons set out above, the Commission finds that the Notified Transaction  does  not  give  rise  to  serious  doubts  as  to  its
       compatibility with the internal market in relation to asphalt and contract surfacing in the United Kingdom.

       CONCLUSION

  168) 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)
Violeta BULC
Member of the Commission

-----------------------
[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]   Form CO, paragraphs 59-67.

[4]   UK Competition Commission, 'Anglo American PLC and Lafarge S.A. A report on the anticipated construction materials  joint  venture  between
       Anglo American PLC and Lafarge S.A.', 1 May 2012.

[5]   Commission communication in the framework of the implementation of Regulation (EU) No 305/2011  of  the  European  Parliament  and  of  the
       Council of 9 March 2011 laying down harmonised conditions for the marketing of  construction  products  and  repealing  Council  Directive
       89/106/EEC (Publication of titles and references of harmonised standards under Union harmonisation legislation), OJ C 259, 8 August  2014,
       page 1; see also http://standards.cen.eu/dyn/www/ f?p=204:110:0::::FSP_PROJECT:27250&cs=13B3EDD735E572AF56B7EC3A4CA2E1AF6.

[6]   Case M.7252 – Holcim / Lafarge, 15 December 2014, recitals 16-18.

[7]   Cases M.7252 – Holcim / Lafarge, 15 December 2014, recital 19; M.7054 – Cemex/Holcim Assets, 9 September 2014, recital 37; M.6153  –  Anglo
       American/Lafarge/JV, 16 May 2011, recital 25; M.4898 – Compagnie De Saint-Gobain/Maxit, 4 March 2008, recital 210.

[8]   Source: Case M.7009 – Holcim/Cemex West, 5 June 2014, recital 30.

[9]   The two-letter ISO codes (ISO 3166 alpha-2) are used as abbreviations for the relevant contracting parties to  the  EEA  Agreement,  except
       for Greece and the United Kingdom, for which the abbreviations EL and UK are used.

[10]  Cases M.7252 – Holcim /Lafarge, 15 December 2014, recital 49; M.7054 – Cemex /Holcim  Assets,  9  September  2014,  recital  39;  M.7009  –
       Holcim/Cemex West, 5 June 2014, recitals 24 and 41; M.3713 – Holcim/Aggregate Industries, 14 March 2005, recital 7;  M.3572  –  Cemex/RMC,
       8 December 2004, recital 11; M.3415 – CRH/SEMAPA/Secil JV, 28 May 2004, recital 10; M.2317 –  Lafarge/Blue  Circle  (II),  1  March  2001,
       recital 9; M.1157 – Skanska/Scancem, 11 November 1998, recital 31.

[11]  Cases M.7252 – Holcim /Lafarge, 15 December 2014, recital 56; M.7054 –  Cemex/Holcim  Assets,  9  September  2014,  recital  41;  M.7009  –
       Holcim/Cemex West, 5 June 2014, recital 45.

[12]  Cases M.7252 – Holcim/Lafarge, 15 December 2014, recital 56;  M.7054  –  Cemex/Holcim  Assets,  9 September  2014,  recital  43;  M.7009  –
       Holcim/Cemex West, 5 June 2014, recital 49.

[13]  See replies to question 8 – Questionnaire Q3 - Questionnaire to Customers – grey cement – United Kingdom,  and  replies  to  question  7  -
       Questionnaire Q5 - Questionnaire to Customers – grey cement – France/Belgium.

[14]  See replies to question 8 - Questionnaire Q1 - Questionnaire to Competitors – grey cement – United Kingdom.

[15]  See replies to question 10 – Questionnaire Q1 Questionnaire to Competitors – grey cement – United Kingdom.

[16]  See replies to question 10 - Questionnaire Q3 - Questionnaire to Customers – grey cement – United Kingdom; and  replies  to  question  8  -
       Questionnaire Q5 - Questionnaire to Customers – grey cement – France/Belgium.

[17]  Cases M.7252 – Holcim/Lafarge, 15 December 2014, recital 68; M.7054 – Cemex/Holcim Assets, 9 September 2014, recital 52; M.7009 – Holcim  /
       Cemex West, 5 June 2014, recital 64; M.3572 – Cemex/RMC, 8 December 2004, recital 20; M.2317 – Lafarge/Blue Circle  (II),  1  March  2001,
       recital 8; M.1157 – Skanska/Scancem, 11 November 1998, recital 56; M.1030 –  Lafarge/Redland,  16  December  1997,  recital  16;  M.460  –
       Holdercim/Cedest, 6 July 1994, recital 16.

[18]  See replies to question 12 - Questionnaire Q2 – Questionnaire to customers – cement – United Kingdom/Wales; question 12 - Questionnaire  Q3
       – Questionnaire to customers – grey cement – United Kingdom; question 12 - Questionnaire Q5 – Questionnaire to customers – grey  cement  –
       France/Belgium question 12 - Questionnaire Q7  –  Questionnaire  to  customers  –  grey  cement  –  Poland/Slovakia;  and  question  12  -
       Questionnaire Q8 – Questionnaire to customers – grey cement – Slovakia.

[19]  See replies to question 14 - Questionnaire Q1 - Questionnaire to competitors - grey cement – United Kingdom; question 9 - Questionnaire  Q4
       - Questionnaire to competitors – grey cement – France/Belgium; and replies to question 9 - Questionnaire Q6 - Questionnaire to competitors
       - grey cement – Poland/Slovakia.

[20]  Cases M.7252 – Holcim/Lafarge, 15 December 2014, recital 65; M.7009 – Holcim/Cemex West, 5 June 2014, recitals 72 and 73.

[21]  See replies to question 10 - Questionnaire Q5 - Questionnaire to customers - grey cement – France/Belgium.

[22]  See replies to question 13.1 - Questionnaire Q3 - Questionnaire to customers - grey cement – United Kingdom; and replies to  question  13.1
       - Questionnaire Q5 - Questionnaire to customers - grey cement – France/Belgium.

[23]  See replies to question 13 - Questionnaire Q2 - Questionnaire to customers - grey cement – UK/Wales;  question  13  -  Questionnaire  Q3  -
       Questionnaire to customers - grey cement – United Kingdom; and replies to question 13 - Questionnaire Q5 - Questionnaire  to  customers  -
       grey cement – France/Belgium.

[24]  See, for example, replies to question 12 – Questionnaire Q4 - Questionnaire to competitors – grey cement – France/Belgium.

[25]  See Form CO paragraph 78 and Annex 6.2 for a detailed description of the methodology.

[26]  Cases M.7252 – Holcim/Lafarge, 15 December 2014; M.7009 – Holcim/Cemex West, 5 June 2014; M.7054 – Cemex/Holcim Assets, 9 September 2014.

[27]  Case M.7252 – Holcim/Lafarge, 15 December 2014, recitals 16-18.

[28]           For          a          description          of          the          NUTS3          administrative          regions,          see
       http://epp.eurostat.ec.europa.eu/portal/page/portal/nuts_nomenclature/introduction.

[29]  See replies to question 13.1 - Questionnaire Q7 - Questionnaire to customers - grey cement – Poland.

[30]  See replies to question 21.1 - Questionnaire Q7 - Questionnaire to customers - grey cement – Poland.

[31]  See replies to question 14 - Questionnaire Q7 - Questionnaire to customers - grey cement – Poland.

[32]  See replies to questions 18 and 20 – Questionnaire Q6 - Questionnaire to competitors – grey cement – Poland/Slovakia.

[33]  In past decisions, the geographic market for RMX has been considered to be of only 25 km radius around each RMX plant. See  Case  M.7252  –
       Holcim/Lafarge, 15 December 2014, recital 286. See also recitals (106) - (108) of this Decision.

[34]  See replies to question 23 – Questionnaire Q5 - Questionnaire to customers - grey cement – France/Belgium.

[35]  See replies to question 16 – Questionnaire Q4 - Questionnaire to competitors - grey cement - France/Belgium, and replies to question  16  –
       Questionnaire Q5 – Questionnaire to customers – grey cement – France/Belgium.

[36]  For instance, a customers argued that he "let suppliers compete with each other, and [they] do not hesitate  to  switch  between  providers
       when others offer better conditions of supply" (see replies to question 22.1 – Questionnaire Q5 - Questionnaire to customers - grey cement
       –France/Belgium).

[37]  See replies to question 21.1 – Questionnaire Q5 - Questionnaire to customers - grey cement –France/Belgium.

[38]  See replies to question 25 – Questionnaire Q5 - Questionnaire to customers – grey cement –France/Belgium.

[39]  Located in Aberdeen, Inverness, Seaham (Durnham), Uddingston, Carlisle, Westbury, West Thurrock (with a capability to be used as an  import
       terminal), Liskeard, Leeds and Vectis. Two of these depots, Seaham and West Turrock, have blending facilities.

[40]  See replies to question 29.1 – Questionnaire Q2 - Questionnaire to customers - grey cement  –  United  Kingdom.  See  also  UK  Competition
       Commission, Aggregates, cement and ready-mix concrete market investigation, January 2014.

[41]  See replies to question 13 – Questionnaire Q3 - Questionnaire to customers - grey cement  –  United  Kingdom;  replies  to  question  13  –
       Questionnaire Q2 - Questionnaire to customers - grey cement – UK/Wales.

[42]  See also UK Competition Commission, Aggregates, cement and ready-mix concrete market investigation, January 2014, paragraph 7.62 and ff.

[43]  See Form CO, paragraph 259.

[44]  See replies to question 30 - Questionnaire Q2 – Questionnaire to customers- grey cement –  UK/Wales;  question  29  –  Questionnaire  Q3  -
       Questionnaire to customers - grey cement – United Kingdom.

[45]  See replies to question 19 - Questionnaire Q2 – Questionnaire to customers- grey cement – UK/Wales.

[46]  See replies to questions 29 and 30 - Questionnaire Q2 – Questionnaire to customers- grey cement – UK/Wales.

[47]  Lafarge Confidential Grey Cement Cauldon Memorandum, Annex 6.4 to the Form CO.

[48]  In line with its business strategy, CRH plans to supply its RMX operations with internal sales. See CRH Memorandum of 9 April 2015.

[49]  The Commission observes that Lafarge is retaining a depot in Willesden to which it currently supplies […]Kt from  Tunstead.  Once  it  owns
       the Tunstead plant, CRH plans to discontinue supplies to Lafarge in order to supply its downstream operations, see  CRH  Memorandum  of  9
       April 2015. As a consequence, the increased spare capacity at Cauldon post-transaction could partly be employed to  supply  the  Willesden
       depot rather than third parties (i.e. the […]kt supplied to Willesden should be deducted from the expected free capacity of […]kt).

[50]  Form CO, paragraph 261.

[51]  See replies to questions 29 to 31 – Questionnaire Q2 – Questionnaire to customers – grey cement – UK/Wales.

[52]  See replies to question 20 – Questionnaire Q2 – Questionnaire to customers – grey cement – UK/Wales.

[53]  See replies to questions 28 and 29 – Questionnaire Q3 - Questionnaire to customers - grey cement – United Kingdom.

[54]  See replies to question 29.1 – Questionnaire Q3 - Questionnaire to customers - grey cement – United Kingdom.

[55]  To ensure that even these two customers would have alternative suppliers,  the  Commission  carried  out  a  mid-point  data  analysis  and
       concluded that even looking at catchment areas of 150 km around the mid-point between the Parties’ plants, the  market  shares  increments
       will be minimal and other suppliers remain as an option. See Confidential Annex RFI 27022015 Q32-33.a, Confidential Annex RFI 27022015 Q32-
       33.b, and Confidential Annex RFI 27022015 Q32–33.c.

[56]  Cases M.7252 – Holcim / Lafarge, 15 December 2014, recital 281; M.7054 – Cemex/Holcim Assets, 9  September  2014,  recital  319;  M.6153  –
       Anglo American/Lafarge/JV, 16 May 2011, recital 22; M.4719 – HeidelbergCement/Hanson, 7 August 2007, recital 21; and M.3572  –  Cemex/RMC,
       8 December 2004, recital 12.

[57]  Cases M.7252 – Holcim/Lafarge, 15 December 2014, recital 283; M.7009 – Holcim/Cemex West, 5 June 2014; M.4719 – HeidelbergCement/Hanson,  7
       August 2007, recitals 21 and 29; M.3713 – Holcim/Aggregate Industries, 14 March 2005, recital 9; M.3572  –  Cemex/RMC,  8  December  2004,
       recital 24; M.2317 – Lafarge Blue Circle (II), 1 March 2001, recital 11.

[58]  Cases M.7252 – Holcim/Lafarge, 15 December 2014, recital 286; M.7054 – Cemex/Holcim Assets, 9 September 2014, recital 325.

[59]  See Confidential RMX Annex 6.1 to the Form CO.

[60]  Sometimes also abbreviated as GBFS.

[61]  Sometimes also abbreviated as GGBFS.

[62]  Cases M.7252 – Holcim/Lafarge, 15 December 2014, recital 425; M.7009 – Holcim/Cemex West, 5 June 2014, recital 324;  M.5771  –  CSN/Cimpor,
       15 February 2010, recital 12; M4719 – Heidelberg/Hanson, & August 2007, recitals 16-20; M.3868 – DONG/Elsam/Energi E2, 14 March 2006.

[63]  Case M.4719 – Heidelberg/Hanson, 7 August 2007, recital 31.

[64]  Case M.5771 – CSN/Cimpor, 15 February 2010, recital 15.

[65]  Case M.3415 – CRH/SEMAPA/Secil JV, 28 May 2004, recital 16.

[66]  Case M.7009 – Holcim/Cemex West, 5 June 2014, recitals 320-324.

[67]  Case M.7252 – Holcim/Lafarge, 15 December 2014, recital 431.

[68]  See Form CO, footnote 163: "This figure is calculated by adding the overall volume of slag available and the overall  volume  off  fly  ash
       available. Slag appears indifferent states (liquid slag, which is then granulated to obtain GBS, which is then ground to obtain GGBS).  To
       avoid double counting of slag volume at different stages of the transformation, the overall volume of slag available as GBS is used  as  a
       referencepoint."

[69]  Cases M.7054 – Cemex/Holcim Assets, 9 September 2014, recital 299; M.6153 – Anglo American/Lafarge/JV, 16 May 2011, recital 11.

[70]  Cases M.3415 – CRH/Semapa/Secil JV, 28 May 2004, recital 10; M.3141 – Cementbouw/Enci/JV, 1 August 2003, recital 11.

[71]  Cases M.7252 – Holcim/Lafarge, 15 December 2014, recitals 322-334; M.1779 – Anglo American/Tarmac, 13 January 2000, recital 20.

[72]  UK Competition Commission, Aggregates, cement and ready-mix concrete market investigation, 14 January 2014, recital 5.24.

[73]  UK Competition Anglo American PLC and Lafarge S.A. A report on the anticipated construction materials joint venture between Anglo  American
       PLC and Lafarge S.A., recital 5.27.

[74]  Cases M.7054 – Cemex/Holcim Assets, 28 October 2013, recital 301; M.5803 - Eurovia/Tarmac, 10 June 2010, recital 10.

[75]  The UK Competition Commission's functions have in the meantime been transferred to the Competition and Markets Authority.

[76]  UK Competition Commission, Aggregates, cement and ready-mix concrete market investigation, January 2014, paragraph 5.24.

[77]  UK Competition Commission, Aggregates, cement and ready-mix concrete market investigation, January 2014, paragraphs 2.14 - 2.41.

[78]  Case M.4298 – Aggregate Industries/Foster Yeoman, 06 September 2006, recital 13.

[79]  Case M.4179 – Heidelberg Cement/Hanson, 30 June 2006, recital 27.

[80]  Case M.7252 – Holcim/Lafarge, 15 December 2014, recital 343; Case M.3713 – Holcim/Aggregate Industries, 14 March 2005, recital 8; M.2317  –
       Lafarge/Blue Circle (II), 01 March 2001, recital 10.

[81]  A plant/quarry centred approach focuses on the competition around the plant/quarry, i.e. in the plant's catchment area, rather  than  on  a
       wider basis.

[82]  Form CO, paragraph 380.

[83]  See Cases M.5803 – Eurovia/Tarmac, recital 14; M.5158 – Strabag / Kirchhoff, recitals 17-18; M.7252 – Holcim/Lafarge, recital 400.

[84]  Case M.5158 – Strabag/Kirchhoff, 15 July 2008, recital 20.

[85]  See Breedon Aggregates and Aggregate Industries, CMA Final Report, April 9, 2014.

[86]  Form CO, paragraph 494.

[87]  See Cases M.5803 – Eurovia/Tarmac, recital 18; M.3754 – Strabag/Dywidag, recital 12; M.1827 – Hanson/Pioneer, recital 20;  M.1779  –  Anglo
       American/Tarmac, recital 21.

[88]  See Case M.7252 – Holcim/Lafarge, recital 387.

[89]  See Cases M.5158 – Strabag /Kirchhoff, 15 July 2008, recital 20; M.7252 Holcim/Lafarge, recital 404.

[90]  Form CO, paragraph 499.

[91]  See Breedon Aggregates and Aggregate Industries, CMA Final Report, paragraph 4.63.

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[93]  Form CO, paragraph 516.

[94]  Form CO, paragraph 517, estimate of the total asphalt production from BDS Marketing Research Ltd.