German Merger Control: German Federal Cartel Office Imposes Landmark Fine on Individual for Incomplete Notification of a Merger

Sullivan & Cromwell LLP - 17 January 2013

On 15 January 2013, the German Federal Cartel Office imposed a fine of €90,000 on the high profile German businessman Mr. Clemens Tönnies for providing incomplete information in the merger notification by Tönnies Holding GmbH & Co. KG, a company controlled by Mr. Tönnies, relating to its acquisition of the Tummel Group, a German abattoir operator.

The Federal Cartel Office found that Mr. Tönnies had infringed German merger control law by omitting to disclose in the notification that he owned certain businesses operating in the meat processing industry, which are important purchasers of the merging parties’ products. According to the Federal Cartel Office, Mr. Tönnies failed to disclose his majority shareholdings in several meat companies belonging to the zur Mühlen Group, which he had acquired progressively since 1998, and which were held through the trustee Peter zur Mühlen.

The fine is the highest ever imposed by the Federal Cartel Office on an individual in connection with a merger notification. It is a reminder of the need for parties notifying mergers to exercise the highest level of care and diligence when preparing their merger notifications.