Merger of Brim hf., Fiskvinnslan Kambs hf. and Grábrókar ehf.

This decision concerns the merger of Brim hf. (formerly HB Granda hf.), Fiskvinnslan Kambs hf. and Grábrókar ehf., which operate in the field of fisheries and fish processing.

During the proceedings, it was revealed that certain transactions of Útgerðarfélag Reykjavíkur hf. and related parties had taken place in 2019 involving shares in Brim, which, in the opinion of the Competition Authority, were likely to affect the assessment of control over the company within the meaning of competition law. No information about these transactions was included in the merger notification for Brim's acquisition of Kamb and Grábrók, and the Authority therefore had doubts as to whether the notification could be considered sufficient under Article 17 of the Competition Act and Regulation No 684/2008. As the assessment of Brim's control was considered a prerequisite for being able to take a substantive position on the merger, this aspect of the case was taken for closer examination.

In handling the case, the Competition Authority therefore considered it unavoidable to examine whether Útgerðarfélag Reykjavíkur and its related parties had acquired control of Brim, as its conclusion could affect the substantive outcome of the case. During the proceedings, the Authority informed the merger parties of its preliminary assessment that such a position of dominance existed. The merger parties objected to this preliminary assessment.

Following the above investigation, the Competition Authority considered it appropriate to take a substantive position on the notified merger without a final determination on the dominance of Útgerðarfélag Reykjavíkur and its related parties in Brim. Thus, the Competition Authority considered whether the potential control over Brimi, or other aspects of the merger, would result in impediments to competition in this particular merger case. This decision concludes that the merger does not prevent effective competition, even if the potential control of Útgerðarfélag Reykjavíkur and its related parties over Brimi is taken as a basis.

The decision also announces that a further determination on the existence of the aforementioned dominance will be made in a separate administrative proceeding, where further evidence and views will be obtained from the parties to the case. In that case, a determination will be made as to whether a merger was carried out by the parties in opposition to section 3 of Article 17a of the Competition Act upon the possible formation of a dominant position in Brim.