Guinness takeover of UBH to attract objections

Irish drinks manufacturers and distributors are likely to voice their objections this week to a Competition Authority decision…

Irish drinks manufacturers and distributors are likely to voice their objections this week to a Competition Authority decision to allow Guinness to buy United Beverages. That decision will leave the new Diageo group - Guinness and Grand Metropolitan - in control of the first and third largest wholesalers, with a minority stake in the second-biggest.

With next Friday the deadline for objections, it is believed several companies will voice strong reservations about the deal.

They will point to the dominance that could emerge from Guinness's control of so much of the distribution networks for drinks products in the Republic.

Part of the problem for Guinness's rivals lies in the way products are distributed.

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In theory, the three big wholesalers - United Beverage (UBH), Cantrell & Cochrane (C&C) and Deasy's/Connacht Mineral Water (DCM) - operate in a completely independent fashion from the firms whose products they distribute.

In reality, the manufacturer's relationship with the wholesaler is crucial. New product launches and other promotions must be planned months in advance, along with advertising campaigns that are likely to increase demand for a product. This automatically means having to share confidential business information with the distributor.

In this manner, all drinks manufacturers apart from Guinness are forced to divulge their strategies to a wholesaler owned by a rival.

While there may be no reason whatsoever to suspect that any distributor would breach such confidences, the manufacturers will argue to the Competition Authority that this is an issue it should consider.

Also, while the big three wholesalers together control 56 per cent of drinks distribution across the Republic, their market shares vary significantly from region to region. If the two wholly-owned Guinness wholesalers dominated a particular city or area, they would have the power to make market entry even more difficult for rival companies.

The row over whether Guinness, which already owns 30 per cent of UBH, should be allowed buy out the wholesaler has rumbled on since last August. The Minister for Enterprise, Trade and Employment, Ms Harney, missed a legal deadline to refer the deal to the Competition Authority under the Mergers Act.

But the deal was referred under the Competition Act. Using its new powers, the authority negotiated a deal with Guinness under which the drinks giant could buy UBH, if it gave up all but 10 per cent of its 49.5 per cent holding in C&C, and ceded its "first bite" right to buy the company if it was sold.

It is believed that these conditions are only slightly more stringent than those Guinness was ordered to follow by the European Commission in its examination of the Guinness Grand Metropolitan merger. It is not clear what chance the objectors have at this late stage of influencing the outcome. The authority has said publicly that it "intends" to grant a licence to Guinness subject to certain conditions, but insiders stress than no final decision has been made.

Previous statements of intentions to grant licences by the authority have usually been rubber-stamped, but observers say the authority has never before actively negotiated a deal with a business, nor received substantial objections to a declared intention.