This presentation by the Romanian Competition Council was made during the discussion “Conglomerate effects of mergers” held at the 133rd meeting of the OECD Competition Committee on 10 June 2020. More papers and presentations on the topic can be found out at http://oe.cd/ceom

1. The transaction on the acquiring of sole direct control
by Edenred România SRL over
Benefit Systems SRL, Benefit Admin SRL
and of the sole indirect control over
Benefit Broker de Pensii Private SRL

2. The Competition Council`s analysis
1. Main information
Parties (Acquirer and Acquired Company) and their business activity
Edenred Group
Offers payment solutions in the workforce field,
Including benefits for employees such as meals, well-being, leisure activities and social services,
Fleet and mobility solutions (covering the cost of the fuel, paying taxes, maintenance and business
trips),
Complementary solutions (corporate payments, incentives, rewards and public social programs).
Benefit Group
Provides access to benefits supplied by third parties (benefit providers, including Edenred),
Through the online platform „benefitsystems.ro”.
The service provided by Benefit is represented by the platform itself and by the benefit
management services.
The transaction – takes place on the basis of the Contract of Sale-Purchase of
shares which includes an Agreement on Intellectual Property Rights over the name of
„benefitsystems.ro”.

3. The Competition Council`s analysis
2. The (product and geographical) relevant market
The product market
The intermediation market for employees` benefits
- Multi-sided market that facilitates the interaction between two consumer groups (employers
and employees)
- The variety of benefits and the companies` market strategies:
- Providing services in a traditional way;
- Providing services both online and traditionally;
- Operating only through platforms (either benefits or software vendors).
The geographical market
The national market.

4. The Competition Council`s analysis
3. Problems encountered and their solutions
The problem
Following the acquisition of the platform, Edenred could try blocking the access of its competitors*
to the intermediation market.
*Sodexo, UP Romania, UniCredit Bank, Banca Transilvania, etc.
However,
The Competition Council found that the strategy based on blocking their competitors off the online
intermediation market would be impractical because:
1. Employers can contract directly with upstream suppliers (Buyer`s/Edenred`s competitors).
2. The platform`s success is based on network effects, so it is in its own interest to have as many
providers as possible on the platform.
3. There are real possibilities to enter the benefits intermediation market.

5. Conclusions
1. The concentration by which the undertaking Edenred România SRL aquire
sole direct control over Benefit Systems SRL and Benefit Admin SRL and
sole indirect control over Benefit Broker de Pensii Private SRL falls under
the scope of the Romanian competition provisions (Law no. 21/1996).
2. The relevant product market is the intermediation market for employees`
benefits. The geographical market is the national market.
3. Following the operation the Buyer will:
 acquire a market share in the upstream market (the securities market), in
which the Buyer already has a market share of aprox. 38%,
 Acquire a market share of approx. 4% in the intermediation market for
employees` benefits.
4. The operation does not create / consolidate a dominant position in the
relevant markets, therefore there is no question of a significant distortion
of competition.

6. Thank you!
Romanian Competition Council
Department of Services
Sabina FILIP – competition inspector
Anais NEGULESCU – competition inspector