£400m Punch Taverns acquisition in question after watchdog ruling
The £402m deal for the sale of Staffordshire pubco Punch Taverns has been placed in question after a new ruling from the competition watchdog.
Punch shareholders approved the sale of the group to Vine Acquisitions in February on the basis of an offer of 180 pence per share, a price which values the business at £402.7m.
Heineken and Patron Capital, using Vine Acquisitions as an SPV, have agreed the deal, which will see them acquire the entire and to be issued share capital of the Burton-upon-Trent company.
Immediately on completion of the deal, Heineken was set to acquire from Patron a portfolio of around 1,900 Punch pubs with Patron retaining an additional 1,329 which it would run itself.
Completion of the sale had been expected before the end of August 2017.
However, this has now been thrown into doubt after the Competition and Markets Authority ruled that Heineken’s proposed purchase of part of the Punch Taverns estate could reduce competition in 33 local areas across the country.
Heineken must now offer proposals to address these concerns by June 20 or face an in-depth investigation into the merger.
As part of an initial investigation, the CMA said it had looked in detail at areas where pubs operated by Heineken and Punch currently compete.
It has identified 33 local areas where their pubs would not face sufficient competition after the merger, which could lead to price increases or a deterioration in the quality of the service on offer.
Concerns were also raised with the CMA that the merger would close off an important route to market for brewers that compete with Heineken. However, the CMA found that the pubs being acquired are only a very small part (4%) of the British market and are therefore not a major route to market for brewers – which was backed by evidence from brewers showing that these Punch pubs typically account for only a small proportion of all of their sales to pubs.
The CMA also looked closely at whether the acquisition by Heineken could lead to a reduction in the choice of beer and cider on offer in the Punch pubs. The CMA found that any potential reduction would be limited, taking into account the drinks that Punch currently stocks and the range of drinks available in Heineken-owned pubs. It also found that Heineken would not have a strong incentive to reduce the range of beer and cider, in part because doing so would risk losing business in pubs where this is important to customers.
Andrea Coscelli, CMA acting chief executive and decision-maker in the case, said: “We have listened very carefully to a range of concerns about this merger. The companies will own less than 10% of all British pubs after any deal, but we are concerned about the loss of competition for pub goers in a number of local areas. Without sufficient competition from rivals, pubs in these areas might be able to raise prices or worsen the service they offer customers.
“Heineken will now have the chance to offer proposals to address these concerns – otherwise we will carry out an in-depth investigation.”
The merger will be referred for an in-depth phase two investigation by an independent group of CMA panel members, unless Heineken is able to address the concerns by June 20.
