Sanofi/Synthelabo - Pharmaceuticals

United Kingdom

Background

Publication of the May 1999 Commission decision concerning the proposed merger between Sanofi, controlled by the Elf-Aquitaine group, and Synthelabo controlled by the l’Oréal group. The new entity will be called Sanofi-Synthelabo.

Assessment

On 15 March 1999, this operation was authorised by a Commission decision. Subsequently, the Commission received 5 complaints from interested third parties. The complaints referred to the competitive consequences of this merger in the field of morphine and stupefying active substances (SAS). The Commission requested information from the parties on this point. The parties confirmed that they omitted to mention in their February 1999 notification the fact that together they had a monopoly on stupefying active substances.

In the present decision, the Commission cleared the operation subject to the fulfilment of commitments made by the companies to resolve possible competition problems in the field of SAS. Synthelabo will be divested of its activities in this area which generates a turnover of little more than EUR 3 million. Synthelabo immediately notified the French authorities of its decision to withdraw from the authorisation of production and commercialisation of these substances. This commitment removed the overlap between the companies’ activities in this field, and led to clearance by the Commission. (Case n° COMP/M.1397, Decision of 17 May 1999).