UOKiK conditionally clears the Air Liquide/Betamed transaction

Air Liquide’s and Betamed’s operations overlap in regional markets for home mechanical ventilation services funded by NFZ. The services provided by the companies are available to patients requiring ventilator support at home. Such services consist of regular patient visits by doctors, nurses, and physiotherapists. They also include providing and maintaining ventilation equipment, as well as training.

Both companies compete on two levels in this market.

• Firstly, within the framework of competitive procurement proceedings conducted by NFZ; on that level of the market, they are faced with countervailing buyer power as NFZ is the single buyer.
  
  
• Secondly, in regions where there are several entities with contracts concluded with NFZ; then they compete for patients based on the quality of services.

Based on detailed market data sourced from NFZ, UOKiK found that the transaction would lead to competition concerns in two regional markets, where patients would be deprived of the choice of which entity to use. Furthermore, both companies’ combined market share in these regional markets will exceed 40% and amount to 61% or 75% (depending on the region). Furthermore, the combined market share will considerably increase because of the concentration.

Consequently, UOKiK was not in a position to clear the notified concentration unconditionally. Therefore, during the merger control proceedings, Air Liquide submitted several sets of the proposed commitments, one of which was accepted sufficient.

UOKiK concluded that the fulfilment of the below set of proposed commitments addresses the identified competition concerns as the number of companies applying for contracts with NFZ and providing patients with services will not decrease.

• Air Liquide will operate under Betamed's existing contracts with NFZ for long-term home care for mechanically ventilated patients in the Dolnośląskie and Małopolskie Voivodeships, with these contracts to expire by 30 June 2022.
  
  
• Betamed will participate in NFZ competition proceedings for the provision of such services after 30 June 2022. Its bid will be based on its know-how and experience, with the service range offered no smaller than that offered in the previous years. Should NFZ choose Betamed's bid, Betamed will conclude a contract with it.
  
  
• Air Liquide will sell to an independent investor part of Betamed’s business related to the provision of mechanical ventilation services to at-home patients in the Dolnośląskie and Małopolskie Voivodeships.
  
  
• UOKiK will need to approve the buyer of the divested business. 

Furthermore, given that the participating companies operate in markets for medical services funded by NFZ, which are regulated markets, UOKiK approached NFZ with questions about the size and functioning of this market and the size of the market contracts by individual service providers. UOKiK also requested NFZ to express its opinion on this concentration.

The decision no DKK-191/2021 can be accessed in full (in Polish) at the UOKiK website.

Please contact Piotr Dynowski and Marcin Alberski for more information.