On February 11, 2022, the German Federal Cartel Office (“FCO”) approved the acquisition of OMV Retail Deutschland GmbH’s (“OMV”) filling station network by the British convenience retailer EG Group Limited (“EG Group”).  The FCO’s approval is subject to the prior divestiture of 25 EG Group filling stations and 23 OMV filling stations in southern Germany.[1]

Besides BP (under the “Aral” brand), Shell and Total, EG Group is one of the leading filling station operators in Germany with more than 900 filling stations operated under the “Esso” brand.[2]  OMV’s filling station network comprises 285 stations in southern Germany.

Following an in-depth investigation, the FCO found that the complete takeover of OMV’s filling station network would have led to a significant increase in market concentration in several regions of southern Germany.[3]  The FCO raised concerns that the merger creates or strengthens a collective dominant position of BP, Shell, and EG Group in these areas.  To address the FCO’s concerns, EG Group and OMV will each divest 24 filling stations in the relevant regions.

With regard to OMV’s remaining filling stations, the FCO found that EG Group’s or OMV’s market position in these areas is weaker and that the merged entity faces competition from a large number of other suppliers which, in some cases, hold substantial market shares and pursue different market strategies (especially with regard to pricing).

[1]              Case B8-137/21.  See FCO decision of February 10, 2022, only available in German here.  The FCO’s Press Release of February 11, 2022 is available in English here.  The parties initially notified the transaction to the European Commission.  Upon the FCO’s request, the Commission referred the investigation to the FCO in July 2021 (Case COMP/M.10134 – EG Group/OMV Germany Business; decision of July 9, 2021; a press release dated July 12, 2021 is available in English here, the full decision is available in English here).

[2]              EG Group also operates filling station networks, food service and retail stores outside of Germany.

[3]              Namely: Stuttgart, Munich, Rosenheim, Bad Herrenalb, Weil am Rhein, Lindau am Bodensee and Passau/Bayerischer Wald.