Acquisition by Gözde Finansal Hizmetler A.Ş. and Bizim Toptan Satış Mağazaları A.Ş., the participations of Yıldız Holding A.Ş. (Ülker Group), of 1200 Şok stores by purchasing the shares of Şok Marketler Ticaret A.Ş. (Şok), which was under the body of Migros Ticaret A.Ş. (Migros) was authorized by the Competition Board on 17.8.2011.

     Ülker Group, which is an important undertaking especially in the market for supply, market for production and cash and carry within the fast moving consumer goods (FMCG) sector acquires Şok stores belonging to Migros, which operates in organized retail sale. The Competition Board has examined the application in all its aspects, as Ülker Group will be present at all market levels of FMCG sector and the transaction may have effects on competition conditions at the retail level as well as the production level.

     Şok operates in the downstream market for discount store business under the body of organized retail market. Discount store business is the fastest growing channel in the organized retail market. The competitors of Şok in this market are primarily Bim, the leader undertaking, and A101 and Diasa. The Competition Board evaluated Ülker Group and Topbaş Group, the owner of Bim, under the same economic unity in the Gıdasa Decision dated 2008*. In case the same consideration applied, the transaction might cause a significant concentration in the downstream market for discount store business; therefore, the analyses made would be different to a large extent.

     Economic and legal relations between Topbaş Group, which continues its activities through Bim, and Ülker Group were analyzed again in the decision. Within this framework, the economic unity analysis was made taking into consideration whether there was "commonality/conflict of economic interests", "economic dependency", "competition motivation" between the parties with respect to the positions of the parties in the market where transaction would be realized, the statements of Ülker Group and the economic activities in the market. Moreover, strategies and objectives of Ülker Group and Topbaş Group in the retail market, their opinions about acquiring other undertakings operating in the sector - at production and retail level - the place of Topbaş Group partnerships in Ülker Group's operations had an important role in the analysis.

     Together with its application, Ülker Group submitted to the Competition Authority its request that the evaluation in Gıdasa Decision stating that it was under the same economic unity with Topbaş Group be reviewed and presented various information and documents within this framework. As a result of the analysis made, it was understood that the relationship between Ülker Group and Topbaş Group at the retail level were different from their relationship at the production level; it was found that while the partnerships in the supply market provided common economic interests, Ülker Group and Topbaş Group had different interests at the retail level regarding the basis of their existence in the sector. After the acquisition was reevaluated with respect to economic unity, it was decided that Ülker Group and Topbaş Group were not under the same economic unity –at the retail level - thus, the acquisition would not result in concentration. It is expected that as a result of the acquisition, due to the transfer of Şok by Migros, the concentration on the purchasing side will be lessened and competition in the retail market will be increased with the entry of Ülker Group, which has not carried out any activities previously in the retail market.

     The decision of the Competition Board related to the transaction where Şok Marketler Ticaret A.Ş. is acquired by Gözde Finansal Hizmetler A.Ş. and Bizim Toptan Satış Mağazaları A.Ş., the participations of Yıldız Holding A.Ş., will be published later on our website with its grounds.

* Board Decision dated 7.2.2008 and Numbered 08-12/130-46.