Mars-Kellanova merger clears US antitrust review as EU begins probe

Mars’ US$36 billion takeover of Kellanova was cleared by the US Federal Trade Commission (FTC), while EU counterparts opened a full-scale investigation, saying it could lead to higher consumer prices.

Mars is a US multinational manufacturer of pet care, snacking, and food products, while Kellanova is a leader in the snacking, cereal, and noodles categories, owning the Pringles and Kellog’s brands.

The European Commission has preliminary concerns that Mars might gain increased bargaining power toward retailers in Europe after expanding its portfolio with Kellanova products. This might put the company in a position to leverage its capacity to extract higher prices during negotiations, meaning higher consumer costs.

These concerns are based on initial findings that both Mars and Kellanova have a strong presence in many EU member states, given that their products are considered “must-have” for end consumers.

Additionally, the Commission says retailers have flagged that Mars’ stronger foothold might force them to accept higher prices.

“By acquiring Kellanova, Mars will add several very popular brands of potato chips and cereals to its already broad and strong product portfolio. As inflation-hit food prices remain high across Europe, it is essential to ensure that this acquisition does not further drive up the cost of shopping baskets,” says Teresa Ribera, executive vice president for Clean, Just and Competitive Transition.

The Commission notes that consumers tend to shop for primary groceries in a single supermarket and could change to another retailer if they don’t find the companies’ products.

EU authorities are investigating the deal to determine whether competition concerns are valid and will make a decision within 90 days, until October 31.

“The European Commission announced that it has opened a Phase II investigation into the transaction. We are disappointed yet remain optimistic that this investigation will be positively resolved. We have cooperated with the regulatory authorities, furnishing substantial supporting information, and will continue to do so,” Mars tells Food Ingredients First.

“Based on the current status of the ongoing antitrust review by the European Commission, we now expect the transaction to close towards the end of 2025; however, the exact timing cannot be predicted with any certainty at this point.”

Mars and Kellanova say the FTC has completed its transaction review without any conditions.

“The transaction has now received all but one of the 28 required regulatory clearances, with only the review by the EC outstanding. This brings us one step closer to uniting two iconic businesses with complementary footprints and portfolios, allowing us to deliver more choice and innovation to consumers,” says Poul Weihrauch, CEO & office of the president, Mars.

The companies expect to close the transaction subject to customary conditions and the EU’s antitrust review.

“This [the FTC review] represents a significant milestone on our path to combine Mars Snacking and Kellanova. We continue to believe this is an exciting opportunity to create a broader, global snacking business that is better positioned to meet evolving consumer needs and preferences.”