CELEX: 32013M6454
Language: en
Date: 2013-06-27 00:00:00
Title: Commission Decision of 27/06/2013 declaring a concentration to be compatible with the common market (Case No COMP/M.6454 - LIMAGRAIN / KWS / GENECTIVE JV) according to Council Regulation (EC) No 139/2004 (Only the English text is authentic)

|[pic]                             |EUROPEAN COMMISSION                                                                                      |
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                                        Brussels, 27.6.2013
                                        C(2013) 4167

|To the notifying party:                                            |                                                                   |
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Dear Sir/Madam,

Subject:    Case No COMP/ M.6454 - LIMAGRAIN/KWS/GENECTIVE JV
         Commission decision pursuant to Article 6(1)(b) of Council Regulation No 139/2004[1]

   1) On 23.05.2013, the European Commission received notification of a proposed concentration pursuant to Article 4 of the Merger Regulation  by
      which the undertakings Vilmorin & Cie SA (“VCO”), controlled by the Limagrain Group (“Limagrain”), and KWS SAAT AG (“KWS”)  acquire  within
      the meaning of Article 3(1)(b) of the Merger Regulation joint control of Genective SA (“Genective” or “the  JV”)  by  way  of  purchase  of
      shares.[2]

   2) Limagrain and KWS will be jointly referred to as “the Parties”.

    THE PARTIES

   3) Limagrain is mainly active in the agro-industrial business and is specialized in field seeds, vegetable seeds and cereal products.  VCO  is
      the Limagrain holding company for its Seed Division specialized in research, breeding, production and sale of seeds.

   4) KWS is specialized in research, breeding, production and sale of seeds for agricultural crops of the temperate climatic zones. KWS  focuses
      its activities on sugar beet, maize, cereals, oil-and energy crops.

   5) Genective is active in the research and will be active in the marketing of transgenic traits to be used in the  production  of  genetically
      modified (“GM”) seeds. The developed transgenic traits will be protected by patents. The use of those traits will be licensed  out  to  the
      Parties and to interested third parties. Genective’s activities initially focus on maize, i.e. on “GM maize traits”, to improve the plants’
      qualities in terms of herbicide tolerance, insect resistance and water use efficiency. In the future, the JV will also develop  traits  for
      other crop varieties.

   6) The Parties have set up a consortium open to third parties to contribute to the financing of the approval ("deregulation") of any developed
      transgenic traits.[3] At present, the Parties as well as the agricultural group Euralis and Bayer Crop Science, active in crop  protection,
      seeds and traits, are members of the consortium.

   7) According to the Parties, the rationale for the transaction is to allow the Parties to conduct long-term and expensive research, which they
      are not able to carry out separately, to enter the GM traits licensing market in competition with Monsanto, Syngenta, Dow AgroSciences  and
      DuPont-Pioneer, to diversify the sources for transgenic traits and to maintain independence.

    THE CONCENTRATION

   8) Genective was incorportated by VCO as a wholly-owned subsidiary in 2009. KWS  acquired  a  non-controlling  stake  of  24.9%  in  Genective
      pursuant to the terms of a Joint Venture Agreement signed between VCO and KWS on 23 May 2011.[4] On 25 October 2011,  under  the  terms  of
      that Agreement, KWS declared its binding commitment to acquire an additional 25.1% of the shares from VCO.

1. Joint control

   9) After the proposed transaction, KWS will hold 50% of the shares and voting rights in Genective while Limagrain will hold 40% of the  shares
      and 50% of the voting rights. The remaining 10% of the shares without voting rights will be held by Euralis.

  10) Limagrain and KWS will hold equal voting rights in the JV and will have the right to appoint half of the board members  of  the  JV.  Among
      other things, the board will decide on the appointment of the senior management and on the approval of the budget and  business  plan,  and
      none of the board members will have a casting vote.[5] The Parties will have the possibility of exercising decisive influence over  the  JV
      by rejecting proposed strategic decisions and will thus acquire joint control over the JV.[6]

2. Full-functionality

  11) The JV will have a management dedicated to its day-to-day operations and access to sufficient resources including finance, staff and assets
      to conduct its business activities on a lasting basis. The JV will have control over all aspects  of  the  development  of  the  transgenic
      traits and will own the intellectual property products it develops.

  12) The JV will have access to the market by licensing out the use of its transgenic traits to interested customers. Given that  the  licensing
      out does not generate any variable costs but supports the funding of the fixed costs, the JV will have incentives and is set up to  license
      out its products to third parties. Responses by competitors in the market investigation confirmed that licensing in and out  between  trait
      developers is common in the industry. The JV will pursue its own business strategy and will be free to decide to which  customers  it  will
      license out its products. It is thus geared to play an active role on the market and can be  considered  economically  autonomous  from  an
      operational viewpoint.[7]

  13) The JV will thus perform on a lasting basis all the functions of an autonomous  economic  entity  and  constitutes  a  full-function  joint
      venture.

    EU DIMENSION

  14) The concentration does not have a Union dimension pursuant to Article 1 of the Merger Regulation. However, by way of a reasoned  submission
      of 20 January 2012, the Parties informed the Commission that the concentration is capable of being reviewed under the national  competition
      laws of at least three Member States, namely Bulgaria, France, Germany, The Netherlands, Poland and Romania.  None  of  the  Member  States
      concerned expressed a disagreement with the case being referred to the Commission within the 15 working days period laid down by the Merger
      Regulation. The notified operation therefore is deemed to have a Community dimension pursuant to Article 4(5) of the Merger Regulation.

    COMPETITIVE ASSESSMENT

  15) The JV will be active in the development and marketing of transgenic traits for maize and other crops. The transgenic traits  developed  by
      the JV and protected by patents are added on to (“introgressed into”) germplasm of  maize  seeds  derived  from  breeding  activities.  The
      breeding of seed varieties aims at developing new plants with desirable characteristics. The introgression  of  transgenic  traits  can  be
      followed by further breeding activities to develop GM maize seeds which  are  protected  by  plant  breeder  rights  in  the  same  way  as
      conventional seeds. Similar to conventional maize seeds, GM maize seeds  are  then  produced  in  commercial  quantities  and  marketed  to
      customers who generally pay a premium for GM seeds.

                                                                      [pic]

   Figure 1 Illustration of the business activities in the value chain of GM and conventional maize seeds, Source: Form CO, page 33,  adapted  by
   the European Commission

1. Market definitions

  16) In previous decisions, the Commission has defined the breeding and commercialisation of each of  the  various  kinds  of  seeds,  including
      maize, as separate product markets since the seeds are not mutually substitutable.[8] Regarding maize seeds in particular,  the  Commission
      has found that the relevant product market is the market for maize seeds without further differentiations according to regional seed  types
      or seed classes because of supply-side substitutability considerations.[9]

a. Development and marketing of GM maize traits

  17) The GM maize seeds industry is evolving in Europe and its future development is uncertain. Spain is currently the  only  EEA  member  state
      where GM maize seed is commercialized to a considerable extent.[10] The Parties report that the total surface area of cultivated  maize  in
      the EU amounted to 13.8 million hectares in 2010 while only 91,500 hectares or 0.66% related to  genetically  modified  maize  with  76,500
      hectares located in Spain, 4,500 hectares in Portugal, and 4,000 hectares in the Czech Republic. However, the Parties expect the production
      of GM maize seeds to break through in other Member States by 2018/2019.

  18) Before a GM product is allowed onto the European market, it must go through a risk assessment by the European  Food  Safety  Authority  and
      obtain authorization by the European Commission in conjunction with the Member States. In addition, as is the case  for  conventional  seed
      varieties, newly-bred varieties of GM seeds will be technically examined at the member state level and registered in  the  European  Common
      catalogue of varieties of agricultural plant and vegetable species.

  19) Monsanto is currently the only company with a transgenic maize trait approved for cultivation in the EU, the “MON 810” trait, and thus  the
      only licensor of transgenic maize traits currently being planted in the EU.

  20) The Commission has not yet defined the relevant markets for research, development and licensing of GM maize traits for  introgression  into
      GM maize seeds.

Relevant product market

  21) According to the Parties, the development and marketing of GM maize traits constitutes a separate product market  from  the  downstream  GM
      maize seed markets. They submit that the development of GM maize traits is a separate step leading to certain  seed  characteristics  which
      are then used as an input in the breeding and development process. According to the Parties, developing a GM organism and in particular  GM
      maize traits requires distinct know-how, research processes and material compared to conventional crop breeding. They also argue  that  the
      high investment necessary constitutes a barrier to entry and underlines that the development of GM maize forms a separate product market.

  22) Respondents in the market investigation overall confirmed that the development and licensing of GM maize  seeds  is  a  distinct  technical
      activity from the breeding of maize seeds, as it involves  different  technical  skills,  investments,  expertise,  and  regulatory  review
      processes. There also appear to be specialized businesses which are active in the development and licensing of  transgenic  traits  without
      being active in the breeding and commercialization of seeds. Moreover, the market investigation suggests that transgenic traits  for  maize
      seeds constitute a separate input product to the breeding of genetically modified maize seeds although respondents also found that the  two
      activities are closely interrelated.

  23) It can be left open in this decision if the licensing of transgenic traits constitutes a separate product market upstream of  the  breeding
      of seeds or if the licensing of transgenic traits belongs to the same product market as the breeding of  seeds.  The  proposed  transaction
      does not lead to serious doubts as to its compatibility with the internal market under any alternative product market definition.

Relevant geographic market

  24) According to the Parties, GM maize traits are developed for general use at least at the EU level. Moreover, they submit that the commercial
      use of GM maize traits may be restricted due to political reasons by certain EU Member States, but  that  the  introgression  of  GM  maize
      traits is generally not limited to the EU because GM maize traits developed in  Europe  can  be  introgressed  into  all  the  maize  grown
      worldwide.

  25) According to the market investigation, the licenses for transgenic traits are normally granted either at national, EU or global level.  The
      market investigation suggests that the geographic scope of licenses may often reflect the scope of the  licensee’s  operations.  Monsanto’s
      licences, which are currently the only licenses granted in the EEA, generally already cover the whole of the EU.[11] There also appears  to
      be an expectation among trait developers that licenses for any future deregulated transgenic  traits  will  be  granted  on  a  wider  than
      national basis in the EEA.

  26) The Commission thus concludes that there is evidence suggesting that the market for the licensing of GM maize traits is wider than national
      in scope. However, as no serious doubts arise under even the narrowest reasonable market definition, the geographic market  definition  can
      be left open in this decision.

b. Breeding and marketing of conventional and GM maize seeds

Relevant product markets

  27) In 2010, the Commission defined the breeding and the commercialization of seeds as  two  separate  product  markets  for  the  conventional
      sunflower seed market because, among other things, (i) the breeding and commercialization activities fulfil different market demands,  (ii)
      the relevant actors are different on the demand and the supply side, (iii) the activities are organised separately and (iv) the  geographic
      focus of the activities is different.[12] However, in previous decisions concerning different conventional  seed  markets,  the  Commission
      considered that those two stages of the seed industry are included in one single relevant product market.[13]

  28) The Commission has not yet defined the relevant products markets for the breeding or commercialization of GM maize seeds.

  29) The Parties argue that the breeding of seeds should not be considered to constitute a separate product market because licensing of breeding
      results is generally limited. Furthermore, they consider that the GM maize seed market is different from the market of  conventional  maize
      seeds. GM maize seeds have to undergo a special approval process concerning e.g. environmental safety, feed and food safety which  is  much
      more costly than the registration process for conventional seeds. Furthermore, the use of GM maize seeds  is  significantly  restricted  in
      many parts of Europe. Accordingly, the Parties submit that from a farmer’s perspective conventional maize seeds cannot be substituted by GM
      maize seeds.

  30) As GM maize seeds are currently only cultivated to a limited extent in the EEA and remain  banned  in  a  number  of  Member  States,  many
      respondents to the market investigation found that the two types of seeds are not substitutable at present. However,  the  results  of  the
      market investigation also tend to show that it is difficult to predict how the breeding and commercialization of conventional and GM  maize
      seeds will interact in the future. Substitutability will depend to a large  degree  on  the  future  deregulation  and  overall  regulatory
      environment for GM maize seeds in the EEA.

  31) However, as no serious doubts arise as to the proposed transaction's compatibility with the internal markets under the  alternative  market
      definitions, the product market definitions for the breeding and commercialization of conventional and GM maize seeds can be left  open  in
      this case.

Relevant geographic markets

  32) In 2010, the Commission concluded that the market for the breeding of conventional sunflower seeds is Union-wide in  scope  because,  among
      other things, licenses are usually granted on an at least Union-wide  basis,  most  of  the  customers  are  large  seed  companies  active
      throughout the Union and breeders do not focus their activities on particular Member  States  but  operate  on  a  broader  scale.[14]  The
      Commission also noted that as a result of specific climatic conditions in the EU, the existing licensing patterns and a specific regulatory
      framework in the EU, the relevant product market was not larger than EU-wide in scope.

  33) As regards the commercialization of conventional seeds, the Commission has found that the relevant market  for  different  types  of  seeds
      should be viewed as national.[15] The Commission has found with respect to sunflower seeds that, among  other  things,  the  conditions  of
      sales differ significantly across Member States due to differences in product profiles and local distribution requirements,  that  national
      seed registration still play a role and that price levels differ across member states.[16]

  34) The Parties argue that the geographic scope for the breeding and commercialization of (GM) maize seeds is  at  least  Union-wide  in  scope
      since seeds are grown for customers in several member states.

  35) The Commission has not found significant evidence in the market investigation to question its previous findings. In particular, the results
      of the market investigation generally confirmed that there are a number of factors pointing towards the definition of national markets  for
      the commercialization of maize seeds in the EEA although market respondents also noted a tendency of internationalization.

  36) However, as no serious doubts arise under the alternative market definitions, the  geographic  market  definitions  for  the  breeding  and
      commercialization of conventional and GM maize seeds can be left open in this decision.

2. Competitive assessment

a. Upstream market for the development and licensing of GM maize traits

  37) The JV will only start to be active on the upstream market for the licensing of GM maize  traits  and  is  expected  to  market  its  first
      products in 2018/2019. Outside of the JV, the Parties are not active in the development and licensing of GM maize traits.[17]

  38) The JV initially focuses its activities on genetically engineered herbicide tolerance, insect resistance and water use  efficiency  traits.
      According to the Parties, such traits cover mainly fields in which the main competitors of the Parties have  already  developed  comparable
      traits which are commercialized in different countries outside of the EEA. The Parties submit that regarding insect  resistance,  customers
      currently have the choice between Monsanto, Dow AgroSciences/DuPont-Pioneer and Syngenta and that regarding herbicide tolerance,  customers
      have the choice between Monsanto, Syngenta and Bayer CropScience.

  39) At the moment, Monsanto is the only competitor active in the EEA with one product because only its MON 810 trait has  been  authorised  for
      cultivation by the European authorities. However, the Parties submit that Syngenta, Dow AgroSciences and  Du-Pont  Pioneer  currently  have
      products in the deregulation procedure. Websites quoted by the Parties list more than 60 GM maize  traits  currently  in  the  deregulation
      procedure in the EU, mostly relating to herbicide and insect resistance.[18]

  40) The JV's success in the market is yet uncertain and will depend on its successful development of maize  traits  and  subsequent  successful
      deregulation. In the JV’s business plan, the Parties assume that in Europe (including Eastern Europe) the GM Maize traits developed by  the
      JV could reach a market share of up to [20-30]%, based on the downstream market shares of the companies taking part in the  consortium.  In
      those business plan calculations, the Parties assumed that there would be four providers of GM maize traits in the European market  in  the
      future, namely Monsanto, DuPont-Pioneer, Syngenta, and the JV.

  41) No substantiated competition concerns were raised in the market investigation as regards  the  upstream  market  for  the  development  and
      licensing of GM maize traits.

  42) In the light of the fact that the JV will enter the upstream market to offer additional products, that one  strong  competitor  is  already
      active in the market in the EEA and that there is evidence to assume that other competitors will enter the market, the Commission concludes
      that no input foreclosure or other competition concerns arise from the proposed transaction with respect to  the  JV’s  activities  on  the
      market for the development and licensing of GM maize traits.[19]

b. Downstream markets for the breeding and commercialization of conventional and GM maize seeds

  43) The Parties have separate activities in the breeding and commercialization of conventional and GM maize seeds to customers in Europe on the
      downstream markets.

  44) However, the Parties’ activities in the breeding of maize seeds for the merchant market are limited (Limagrain: EUR  […]  annual  turnover;
      KWS: EUR […] annual turnover). The Parties are conducting their breeding activities almost exclusively for internal use  as  98%  of  their
      parental lines are used internally. The Parties only license out maize parental lines on specific request of another  breeding  company  to
      add a parental line from a different genetic pool to its own breeding process. Furthermore, the licensing-out is most  often  done  in  the
      form of a cross-licensing swap of parental lines. Therefore, a licensing-out only  occurs  if  both  parties  to  the  transaction  have  a
      sufficient interest in the respective other parental lines.

  45) In the light of the Parties’ limited activities on the merchant market, the Commission finds that the proposed transaction  will  not  have
      any significant effect on the market for the breeding of maize seeds in the EEA.

  46) As regards the market for the commercialization of maize seeds, the Parties’ combined market share in the commercialization of all types of
      maize seeds at the EEA level was [30-40]% by volume (Limagrain: [10-20]%; KWS: [10-20]%) and [30-40]% by value (Limagrain:  [10-20]%;  KWS:
      [10-20]%) in 2012. The most important competitors were DuPont-Pioneer ([20-30]%), Monsanto ([10-20]%) and Syngenta ([5-10]%) while a number
      of smaller competitors together accounted for the remaining market share of [20-30]%.[20]

  47) The market shares were almost identical in the commercialization of only conventional maize seeds as the market for GM maize seeds  in  the
      EEA is very small. As regards national market shares, the Parties' combined market shares by volume reached [80-90]%  in  the  Netherlands,
      [60-70]% in Denmark, [60-70]% in Belgium [50-60]% in the UK, [50-60]% in Germany, [40-50]% in the Czech Republic and [30-40]% in France  in
      2011. Combined national market shares by value were slightly lower.

  48) Although national market shares in the commercialization of conventional maize seeds are high at the national level, the  Commission  notes
      that the proposed transaction will not give rise to vertical links between the activities of the JV and the activities of  the  Parties  in
      the commercialization of conventional seeds. The JV will develop and market transgenic traits that are only  needed  in  the  breeding  and
      commercialization of GM seeds. Therefore, the breeding and commercialization of only conventional maize seeds is  not  an  affected  market
      under the Merger Regulation.

  49) Furthermore, the Parties have explained that they will continue to run their breeding and commercialization businesses separately and  will
      continue to compete in those markets. The Commission considers this to be plausible because the JV’s activities are  highly  technical  and
      different in nature from the breeding and commercialization of seeds as explained in paragraph (22). Moreover, the Parties’ use of the JV’s
      products will not create a common cost for the Parties’ breeding and commercialization of conventional seeds and  will  thus  not  lead  to
      relevant spill-over effects on those markets.

  50) As regards the market for the commercialization of only GM maize seeds in the  EEA,  the  Parties’  combined  market  share  in  Spain  and
      consequently in the EEA was [5-10]% by volume and value (Limagrain: [5-10]%[21]; KWS: [0-5]%[22])  in  2012.  Competitors  active  on  this
      market were DuPont-Pioneer ([60-70]%) and Monsanto ([20-30]%) while other competitors together accounted for the remaining market share  of
      [5-10]%.[23]

  51) No substantiated competition concerns were raised in the market investigation as regards the downstream markets. Concerns raised were based
      on a misconception of the proposed transaction and related to a scenario where the Parties would combine their activities in  the  breeding
      and commercialization of seeds.  This is not the  subject  of  the  proposed  transaction  as  explained  in  paragraph  (48).The  Parties'
      cooperation remains limited to the development and licensing of transgenic traits on the upstream market. Some respondents identified  pro-
      competitive effects as the proposed transaction would lead to the creation of a new competitor in the development and licensing of GM maize
      traits.

  52) As regards potential customer foreclosure concerns, the market investigation showed that seed companies regularly offer seeds incorporating
      transgenic traits of their competitors to meet customer demand. In particular,  there  is  a  trend  towards  offering  dual  mode  traits,
      including by combining different transgenic traits of different trait developers. Those  industry  practices  show  that  trait  developers
      normally do not have incentives to market GM seeds incorporating exclusively their own transgenic traits.

  53) Furthermore, the Parties’ combined market shares  of  [5-10]%  in  the  commercialization  of  GM  maize  seeds  and  of  [30-40]%  in  the
      commercialization of conventional seeds at the EEA level limit the JV’s ability to successfully engage in customer foreclosure. Competition
      for the marketing of transgenic traits is likely to occur across all member states where the use of GM seeds is  deregulated  and  thus  is
      likely to be wider than national. Competing trait developers will thus have access to a sufficient alternative EEA  customer  base  further
      reducing the Parties’ incentives to engage in a customer foreclosure strategy.

c. Overall conclusion

  54) In the light of the presence of strong competitors on both the  upstream  and  the  downstream  markets  and  the  results  of  the  market
      investigation on the impact of the transaction, the Commission concludes that the proposed transaction does not raise serious doubts as  to
      its compatibility with the internal market and with the EEA Agreement.

    CONCLUSION

  55) 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.

                                        For the Commission

                                       signed

                                       Janez POTOČNIK
                                       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
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      琠楨⁳敤楣楳湯മंain 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]   Publication in the Official Journal of the European Union No C 153, 31.05.2013, p.7

[3]   The cost for the deregulation of the first three transgenic traits to be developed by the JV is estimated at EUR 65 million.

[4]         The Joint Venture Agreement was subsequently modified on 25 October 2011 and on 28 February 2012.

[5]    Part V and VII of the Joint Venture Agreement of 23 May 2011, modified on 25 October 2011.

[6]    Commission Consolidated Jurisdictional Notice, OJ C95, 16.04.2008, p1, paragraphs 62–64.

[7]    Ibid, paragraphs 91–105.

[8]         Case No IV/M.1512 - DuPont / Pioneer Hi-Bred International, paragraph 7; Case COMP/M.5675 - Syngenta  /  Monsanto's  sunflower  seeds
      business, paragraph 93.

[9]         Case No IV/M.1512 - DuPont / Pioneer Hi-Bred International, paragraph 9; the Commission reached a similar  conclusion  for  sunflower
      seeds in case COMP/M.5675 - Syngenta / Monsanto's sunflower seeds business, paragraphs 94-98.

[10]        According to the Parties, GM maize cultivated in Germany, Portugal, Czech Republic, Slovakia and Romania is mainly exported for  sale
      or planted for research and development purposes.

[11]  Note that the cultivation of GM crops is banned in a number of member states, and the licenses only enable sales when and where the  traits
      are approved for sale or planting.

[12]  Case COMP/M.5675 - Syngenta / Monsanto's sunflower seeds business, paragraphs 76 - 89.

[13]        Case No COMP/M.3465 – Syngenta CP /Advanta, paragraph 12; See Case No. IV/M.556  -  Zeneca/Vanderhave,  paragraphs  12-13,  Case  No.
      IV/M.1497 - Novartis/Maïsadour, paragraph 7, and Case No. IV/M.1512 - DuPont/Pioneer Hi-Bred International Commission, paragraph 7.

[14]        Case COMP/M.5675 - Syngenta / Monsanto's sunflower seeds business, paragraphs 111 - 118.

[15]  Case COMP/M.5675  - Syngenta / Monsanto's sunflower seeds business, paragraphs 120 - 131; see  also  Case  No  COMP/M.3465  –  Syngenta  CP
      /Advanta, paragraph 26, where the product market was still defined as including both breeding and commercialization activities; in cases No
      IV/M.1512 - DuPont / Pioneer Hi-Bred International, paragraph 10, Case No. IV/M.556  -  Zeneca/Vanderhave,  paragraph  16,  the  geographic
      market definition was left open.

[16]  Case COMP/M.5675 - Syngenta / Monsanto's sunflower seeds business, paragraphs 120 – 131.

[17]  The Parties use licensed trait technology from third parties but have no own transgenic trait technology for maize yet.

[18]        See http://www.gmo-compass.org/eng/gmo/db/ and http://www.transgen.de/zulassung/gvo/ (both last retrieved on 17 June 2013).

[19]  This finding is without prejudice to the application of Article 101 of the  TFEU  in  relation  to  the  consortium  to  finance  the  JV’s
      deregulation costs between the parties, their current consortium partners and possibly other market players in the future.

[20]  All market shares by volume. The market shares by value do not differ considerably.

[21]  Limagrain's market share by volume was [0-5]% in 2011 and [10-20]% in 2010.

[22]  KWS' market share by volume was [0-5]% in 2011 and [0-5]% in 2010.

[23]  All market shares by volume. The market shares by value do not differ considerably.

-----------------------

 In the published version of this decision, some information has been omitted pursuant to Article 17(2) of Council Regulation (EC)  No  139/2004
 concerning non-disclosure of business secrets and other confidential information.  The  omissions  are  shown  thus  […].  Where  possible  the
 information omitted has been replaced by ranges of figures or a general description.

                                                                  PUBLIC VERSION

                                                                 MERGER PROCEDURE