Festi hf: Festi and the Icelandic Competition Authority reach a settlement regarding the acquisition of Lyfja
June 14 2024 - 9:14AM
UK Regulatory
Festi hf: Festi and the Icelandic Competition Authority reach a
settlement regarding the acquisition of Lyfja
Festi and the Icelandic Competition Authority
(the “ICA”) have signed a settlement regarding Festi’s acquisition
of all shares in Lyfja hf. Thus, the merger has been approved by
the ICA. The settlement provides for remedies that will effectively
preserve and promote active competition in the markets affected by
the merger and remove the competitive obstacles that the merger
would otherwise have caused according to the ICA’s preliminary
conclusions. Thereby, the ICA’s has concluded its investigation of
the merger.
Festi’s settlement with the ICA includes the following
provisions:
- Festi undertakes to ensure that the employment contracts
between Lyfja and the company’s pharmacists do not contain
non-compete provisions or other restrictions on competition.
- Festi undertakes to ensure operational separation for the
activities of Heilsa ehf. (“Heilsa”). This includes that Heilsa
shall continue to operate as an independent legal entity and that
all of the company’s activities, commercial decision making and
day-to-day management will be separated from the activities of
Festi’s other subsidiaries. The settlement also includes that
Heilsa’s operations take place on premises that are separate from
the activities of certain Festi’s subsidiaries and that separation
is also ensured by access control to Heilsa’s computer and
information systems. Festi will be allowed to provide Heilsa with
defined support services as long as the provision of such services
aligns with the goals of the settlement. Furthermore, there are
specified conditions in the settlement regarding the appointment of
Heilsa’s board of directors.
- Festi undertakes to ensure that other retailers have access to
Heilsa‘s wholesale on a commercial basis. Heilsa will be obliged to
observe fair and non-discriminatory terms in such businesses.
Heilsa will also be obliged to preserve the confidentiality of
information concerning its customers and to ensure that sensitive
information does not pass to other companies in the Festi group or
to competitors of Heilsa’s customers.
- Remedies regarding Heilsa, cf. points 2 and 3 above, will
expire five years after the signing of the settlement, which
occurred on 14 June 2024.
As a result of the settlement, the merger can
now come into effect, thus, Festi will now be authorized to take
over the operation of Lyfja hf. and subsidiaries. The next few
weeks will be used by Festi, as buyer, and SID ehf., as seller, to
prepare the delivery of Lyfja hf. and subsidiaries and the payment
of the purchase price, which is anticipated to take place early in
July 2024.
Further information about the progress of the
acquisition will be provided when applicable.
Ásta S. Fjeldsted, CEO of Festi:
“We are very pleased to have reached this
important milestone of reaching a settlement with the Icelandic
Competition Authority regarding Festi’s acquisition of Lyfja. There
are great opportunities for the integration of services across
companies within Festi as well as the availability of a wider range
of products at affordable prices for our customers all over the
country. There is also a clear consensus among the companies on
factors such as increased convenience in services, e.g. online
shopping and home deliveries, competitive prices and preventive
health care.
We are extremely excited to finally get to
know the powerful group of employees behind Lyfja and discuss the
opportunities ahead.”
For further information, please contact Ásta S.
Fjeldsted, CEO of Festi (asta@festi.is).
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