EU Delays Probe Of €5.5B EssilorLuxottica-GrandVision Deal

By Elise Hansen
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Law360 (July 23, 2020, 5:30 PM EDT) -- The European Commission again paused its review of the proposed €5.46 billion ($6.3 billion) tie-up between Ray-Ban maker EssilorLuxottica and optical retailer GrandVision, after EssilorLuxottica demanded more information from GrandVision about its handling of the pandemic.

The European Union's antitrust enforcer on Wednesday suspended an upcoming deadline in its probe of Paris-based EssilorLuxottica SA's plan to purchase a majority stake in Dutch optical retailer GrandVision NV.

"This procedure in merger investigations is activated if the parties fail to provide, in a timely fashion, an important piece of information that the Commission has requested from them," an EC spokesperson told Law360. 

Once the EC receives the information, the "clock" for its decision will restart, the spokesperson said. The Commission did not specify what information it lacks. 

Separately, EssilorLuxottica announced it had initiated legal proceedings in the Netherlands over GrandVision's handling of the COVID-19 pandemic. EssilorLuxottica said at the time it was seeking further information from GrandVision to "assess the way GrandVision has managed the course of its business during the COVID-19 crisis, as well as the extent to which GrandVision has breached its obligations under the support agreement."

GrandVision had not voluntarily provided the information, according to EssilorLuxottica.

GrandVision said in its response, also published Saturday, that it "strongly disagrees with EssilorLuxottica's demands and has full confidence that these claims will be rejected in court."

The companies in July 2019 announced a deal for EssilorLuxottica to purchase a 76.72% majority stake in GrandVision, a deal that valued GrandVision at €7.12 billion.

The deal came under scrutiny from competition authorities in the EU, which opened an in-depth probe of the transaction in February. At the time, the EC noted that EssilorLuxottica is the world's largest supplier of eyewear, and GrandVision is Europe's largest optical retail chain.

The Commission is examining whether consumers could be faced with higher prices or fewer options when visiting an optician, according to a statement at the time. The Commission also signaled an interest in the potential effects on retail markets, particularly in areas where EssilorLuxottica and GrandVision compete.

EssilorLuxottica's brand portfolio includes Ray-Ban and Oakley, and the company also makes equipment such as lenses, according to its website. The company was formed in 2018 in a $49 billion merger between Essilor International SA and Luxottica Group SA. That deal also came under antitrust scrutiny, but European and U.S. officials ultimately approved the merger without conditions after a lengthy review.

The Commission paused other merger probes this month, including the proposed tie-up between Korean shipbuilding companies Hyundai Heavy Industries Holdings Co. Ltd. and Daewoo Shipbuilding & Marine Engineering Co. Ltd., and the London Stock Exchange's $27 billion Refinitiv deal, EC records show.  

Representatives for GrandVision declined to comment on the regulatory approval process.

--Additional reporting by Christopher Cole. Editing by Adam LoBelia.

UPDATE: This story has been updated with comment from the EC and miscellaneous information.

For a reprint of this article, please contact reprints@law360.com.

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