Regulator provisionally clears sugar deal between Tate & Lyle and Whitworths owners  

The Competition and Markets Authority (CMA) has on Tuesday provisionally cleared the acquisition of Tereos UK & Ireland’s retail sugar business by T&L Sugars Limited.

The decision, taken by an independent CMA panel, comes after a Phase 2 review revealed that Tereos’ UK retail operation could close.

TLS, which refines and distributes sugar and related products, including under the Tate & Lyle brand, to supermarkets, wholesalers and foodservice customers in the UK, announced the deal to buy Tereos UK & Ireland’s retail sugar business in November last year.

Tereos sources sugar from its parent company, the French cooperative Tereos SCA, and uses a facility in Normanton, West Yorkshire as a packing and distribution site to sell packed sugar in the UK, including under the Whitworths brand.

The CMA referred the deal to an in-depth Phase 2 inquiry, after identifying competition concerns during its initial Phase 1 investigation.

The CMA’s initial concerns focused on how the deal could reduce competition in the UK, as only three businesses, including TLS and Tereos’ UK retail business, supply the large majority of sugar to customers such as supermarkets and restaurants.

The in-depth inquiry revealed that Tereos’ UK retail business has been loss making over a sustained period of time, despite a wide range of efforts by Tereos to improve its financial performance. Tereos began a sales process for the business in late-2022, and the evidence showed that there was no other alternative and less anti-competitive purchaser for the business, besides TLS, the regulator noted.

As a result, the inquiry panel has provisionally found that, without the deal going ahead, the most likely outcome is that Tereos’ UK retail business would close. Since closure would also result in a loss of competition absent the merger, the panel has provisionally decided to clear the deal.

“We have carefully considered a broad range of evidence, including detailed examination of the financial performance of Tereos’ UK retail business, and the steps taken by Tereos to improve its performance. Based on this evidence, we have provisionally found that the most likely outcome is that Tereos’ UK retail business would have closed, absent the deal with TLS and on this basis we have provisionally decided to approve the merger,” Richard Feasey, chair of the independent inquiry group carrying out the Phase 2 investigation, said.

The CMA has invited responses from interested parties to its provisional findings by 27 August. These will be considered ahead of the CMA issuing its final report, which is due by 5 September.