Italian Competition Authority Inquiry on CentraleItaliana and its members

Update on current situation (as of June 15)

The Italian Competition Authority (AGCM) started an inquiry on CentraleItaliana (based on the alleged infringement of Article 101 TFEU)

On June 9, 2014 AGCM has published the commitments offered by CentraleItaliana and its associated companies (Coop Italia, DesparServizi, Gartico, Disco Verde and Sigma).

The main contents of the Commitments follow:

  1. As far as CentraleItalianais concerned:
  • To pass a resolution for the dissolution of CentraleItalianaby 31 December 2014 and the commitment by CentraleItaliana not to enter into negotiations on behalf of any group’s members for the 2015 contractual season;
  • The termination of the mandates to negotiate by 30 June 2014;
  • The termination of the Service Agreement between CentraleItaliana and Coop Italia as from the 1 January 2015.
  1. As far as Coop Italia and its partners are concerned, Coop Italia shall:
  • contribute to determine the dissolution of CentraleItaliana (“CI”) by 31 December 2014, also by way of acquisition of the shares in CI held by DesparServiziand Gartico, with the commitment not to engage in negotiations for the 2015 contractual season;
  • terminate the Service Agreement with CentraleItaliana as from the 1 January 2015;
  • terminate the mandate to negotiate with Centraleitaliana by 30 June 2014;
  • terminate the collaboration with DesparServizi and Gartico, also by way of acquisition of the shares in CI held by them;
  • amend itscollaboration agreements with Sigma and Discoverde in order to recognize the effects of the dissolution of CI. In particular, these agreements shall continue only for activities of joint purchasing with suppliers with an annual turnover in excess of € 2 million, with the exclusion in any event private label supplies.
  • As regards the collaboration between Coop Italia and Sigma, the relevant agreements shall not (i) provide any pre-emption rights in favor of Coop Italiain event of any sales of Sigma stores to third parties; and shall not (ii) identify areas of common interests for any further collaboration other than the negotiation of the supply conditions.
  • As regards the collaboration between Coop Italia and Discoverde, the parties shall not broaden the collaboration to alternative agreements not included at the beginning of the common negotiation;
  • As regards the relationship betweenDistribuzione Roma s.r.l. and TUO S.p.A., based on a Servicing agreement whereby TUO provides the support for the management of the stores business of Distribuzione Roma, the mentioned agreement shall terminate by 31 December 2014, save for a possible extension to be communicated to the Authority;
  • With effect from the 1st January 2015, all the stores of Distribuzione Roma will stop to use theDespartrade sign: according to the licensing agreement for the use of the trademark entered into between Despar Italia Consorzioa.r.l. and Distribuzione Roma, the relevant stores mentioned in Attachment D to the agreement shall use the sign Despar until 30 June 2014, whereas the stores listed in Attachment C shall use the sign Despar until 31 December 2014;
  1. Moreover DesparServizi shall:
  • terminate the agreement of collaboration with Coop Italia by the 31 May 2014, also by way of transfer its shares in CI in favour of Coop Italia;
  • terminate the mandate agreement withCentraleItaliana by the 30 June 2014;
  • contribute to determine the dissolution of CentraleItaliana (“CI”) by 31 December 2014, in case DesparServizi will be still associated to CentraleItaliana during the first meeting called after the possible acceptance of the commitments by the Authority, with the commitment not to engage in negotiations for the 2015 contractual season;
  1. Gartico shall:
  • Not renew the agreement of collaboration with Coop Italia expiring on 31 May 2014 and shall transfer to Coop Italia the shares in CI;
  • terminate the mandate agreement withCentraleItaliana by 30 June 2014;
  1. Discoverde shall:
  • amend its collaboration agreement with Coop Italia (aimed at allowing Discoverde to take advantage of the activities carried out by CentraleItaliana by way of a mandate agreement) in order to recognize the effects of the dissolution of CI on 31 December 2014.
  • In particular, these agreements shall continue only for activities of joint purchasing with suppliers with an annual turnover in excess of € 2 million, with the exclusion in any event private label supplies.
  1. Sigma shall:
  • amend its collaboration agreement with Coop Italia (aimed at allowing Sigma to take advantage of the activities carried out by CentraleItaliana by way of a mandate agreement) in order to recognize the effects of the dissolution of CI on 31 December 2014, by means of revoking any relationships with CentraleItaliana by 30 June 2014;
  • these agreements shall continue only for activities of joint purchasing with suppliers with a turnover in excess of € 2 million, with the exclusion in any event private label supplies.

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As to the procedure next steps, any written comments on the commitments published by the Authority shall be submitted by interested parties by 9 July 2014.

Afterwards, the Parties which have submitted the commitments before the Authority (CentraleItaliana, Coop Italia, DespardServizi, Gartico, Discoverde, Sigma) may reply to these comments by 8 August 2014.

The proceedings of the assessment on the commitments by the Authority shall be concluded by 10 September 2014, save for the additional time necessary to obtain mandatory opinion (which may be required).