Clearance of the Ball/Benepack Merger
Bundeskartellamt (Federal Cartel Office), administrative decision of December 10, 2025 – B5-98/25: The Bundeskartellamt cleared the planned indirect acquisition of 80 percent of the shares in Benepack Belgium N.V. and Benepack Hungary KFT, as well as the acquisition of sole control over these companies by Ball Corporation, within the one-month period. The review concerned a merger in the field of the manufacture and distribution of beverage cans in Europe.
The proceedings were conducted by the 5th Decision Division under the case number B5-98/25. According to the official merger control list, the notification was filed on November 10, 2025; the clearance is dated December 10, 2025. An earlier attempt under the case number B5-63/25 had been withdrawn on October 13, 2025, following a notification filed on September 12, 2025.
Subject Matter of the Transaction
Indirect Acquisition via a Subsidiary
The acquisition was to take place indirectly via Rexam Limited, based in Luton, Bedfordshire in the United Kingdom, a subsidiary of Ball Corporation. The target of the project comprised two subsidiaries of Benepack Hong Kong Ltd., based in Hong Kong, China.
According to the published information, Ball is acquiring 80 percent of the shares for an estimated approximately EUR 184 million. The remaining 20 percent were to remain with the existing Benepack shareholders. According to press reports, the transaction was completed at the end of January 2026 and therefore closed within the expected first quarter of 2026.
Business Activities of the Companies Involved
Ball and Benepack are active in the European market for beverage cans. Benepack has been active in Europe since 2020 and has a plant in Genk, Belgium, as well as a recently newly built plant in Makó, Hungary. In Germany, Ball produces, among other locations, in Gelsenkirchen.
The merger therefore concerned companies operating in markets that are already highly concentrated. The Bundeskartellamt listed the case in its 2025/26 Annual Report as a highlight of merger control under the heading “Merger in the field of aluminium beverage cans.”
Review by the Bundeskartellamt
Investigation of Concentrated Beverage Can Markets
The Decision Division examined the effects of the merger on the markets for beverage cans. The focus was, in particular, on whether the merger could significantly impede effective competition and on the competitive position of the companies involved.
According to the published information, the review included, among other things, the following aspects:
- supply flows within Europe,
- market shares of the companies involved and their competitors,
- existing and available production capacities,
- the competitive closeness between Ball and Benepack,
- customers’ procurement conditions,
- competitive conditions from the perspective of customers and suppliers.
As part of the investigations, all competitors active in Europe as well as around 35 customers were surveyed. These customers included, in particular, beverage manufacturers and bottlers.
Geographic Market Definition
The Bundeskartellamt defined the market narrowly in geographic terms. According to the authority’s assessment, the transaction and its competitive effects had an impact in particular on market and competitive conditions in western Germany and in the neighboring Benelux countries.
A decisive factor was that high transport costs can limit the economically viable delivery radius of a plant. This consideration was relevant to the competitive assessment of the regional proximity of production sites and customers.
Outcome of the Merger Control Assessment
No Significant Impediment to Effective Competition Expected
Following the Bundeskartellamt’s review, the merger project was not expected to result in a significant impediment to effective competition. This applied both with regard to possible coordinated effects and with regard to non-coordinated effects.
In particular, the investigations did not reveal any indications that Ball would have a substantial incentive to increase prices as a result of the merger. Nor did the Bundeskartellamt identify any particular competitive strength on the part of Benepack that would have stood in the way of clearance.
Classification of the Authority’s Review
The President of the Bundeskartellamt, Andreas Mundt, justified the detailed review on the grounds that Benepack had entered an already concentrated market as a young competitor and had expanded rapidly. At the same time, Ball was expanding its strong market position through the merger.
However, these circumstances did not lead to a prohibition. After completing its investigations, the Bundeskartellamt cleared the project within the one-month period. Clearance was granted without the indications, referred to in the original text, of a significant impediment to effective competition.
Significance for Merger Control
Relevance for Transactions in Concentrated Markets
The case shows that even mergers in highly concentrated markets can be cleared within the first phase of review if the investigations do not reveal sufficient indications of a significant impediment to effective competition. The specific market analysis in the individual case remains decisive.
In the assessment, regional supply relationships, transport costs, capacities, customer surveys, and the competitive closeness of the companies involved can play a significant role in particular. The case also illustrates that the market position of an acquirer and the development of a younger competitor may be subjected to careful review without this necessarily leading to a prohibition.
Involvement of Economic Advice
According to the economic consultancy involved, it had already acted as economic adviser to Ball and Benepack in the proceedings before the Bundeskartellamt since the pre-notification phase. This information concerns procedural support and does not alter the Bundeskartellamt’s administrative decision.
Competition Law Advice from MTR Legal
Merger control proceedings often affect corporate strategy, transaction structure, and market position at the same time. For companies, investors, and shareholders, an early legal assessment of competition law issues in connection with mergers, acquisitions of shareholdings, and changes of control can be of considerable importance. MTR Legal Rechtsanwälte advises on these matters in national and international business law; further information can be found at Legal advice in competition law.
