Merger between Thalia and Mayersche Buchhandlung cleared

The Bundeskartellamt has today cleared the merger between the two bookstore chains Thalia and Mayersche Buchhandlung. Thalia and Mayersche are both large bookstore chains which altogether operate 288 bookstores in Germany.

Andreas Mundt, President of the Bundeskartellamt: “We have examined the merger project very closely. It will result in relatively high joint shares for the parties in the brick-and-mortar retail market for printed books, especially in individual regional markets in North Rhine-Westphalia. Nevertheless, no major competition concerns have been expressed about the merger either from the perspective of consumers or book publishers. Consumers will still have good shopping alternatives with growing online sales and a number of small and medium-sized booksellers in the traditional book retail sector. Due to the legal provisions on book resale price maintenance, competition in book retailing is primarily not on prices but on the quality of offers e.g. range of selection, advisory services and shop design, which also offers opportunities for smaller bookstores.”

Furthermore, the increase in buyer power does not pose a competition problem for the book publishers either. Although Thalia is one of the most important customers of publishers and book wholesalers in Germany, Thalia’s and Mayersche’s joint shares of the procurement market will remain at an uncritical level.

Due to the intensive preparation of the actual merger control proceeding, the in-depth examination of the merger could be concluded within the one-month first phase. The Bundeskartellamt closely examined 85 regional bookselling markets and other markets affected such as e.g. the sale of ebooks and ebook readers. Its investigations have shown that although the parties’ joint market shares are high in some regional markets, the merger is not expected to significantly impede effective competition.

The competitive pressure from online sales has constantly grown in recent years. The practice of resale price maintenance for books in Germany also means that most books have to be sold at the same price everywhere. The parties cannot therefore make use of any advantages resulting from their size by competing on prices with smaller book retailers and at the expense of consumers. Furthermore, the parties will post merger still be exposed to a certain amount of competitive pressure from the sale of books through other outlets such as supermarkets, petrol stations and drugstores and through direct sales by publishers, none of which are part of the market assessed under competition law.

Although the parties hold a prominent market position on the procurement markets, publishers and wholesalers still have sufficient sales alternatives in the form of other offline and online booksellers, other sales outlets and direct sales. Some publishers have expressed the concern that the parties will have greater buying power in future and could therefore also demand better conditions. The Bundeskartellamt will closely observe this aspect within the meaning of the Federal Court of Justice ruling on the so-called “Anzapfverbot”, (i.e. the prohibition to demand unjustified benefits from suppliers).

The effect of the merger on competition on other markets was unproblematic. The ebook and ebook reader segment is particularly characterised by intensive competition from Amazon. Thalia has a stake in the well-known ebook platform “Tolino” which is very successful in the market and has managed to catch up with the market leader Amazon Kindle. However, the joint market shares which the parties achieve in this segment are also unproblematic from a competition point of view.