- UK Government Blocks Joint Venture With Chinese Company Under NSI Act
- Supermarkets Fined in Norway for “Price Hunting”
- UK Court Requires Porsche to Continue Supply of Spare Parts to Independent Reseller
- EU Considers Minority Interest in a Competitor in Merger Decision
UK Government Blocks Joint Venture With Chinese Company Under NSI Act
On 20 August 2025, the UK government announced it blocked a proposed joint venture between UK-based Versarien and Anhui Boundary Innovative Materials Technology (BIMT). This is a rare example of a complete prohibition of a transaction under the UK National Security and Investment Act 2021 (NSI Act), which controls investment into UK companies and assets on national security grounds.
Versarien is an advanced materials group listed on the London Stock Exchange. BIMT is a Chinese company that specializes in the research, development, production and sale of high-performance silicon-carbon anode materials for lithium batteries.
The joint venture was intended for the import of BIMT’s graphene, carbon nanotubes and silicon-carbon anode materials to the UK for sale with a particular focus on electric vehicle and other battery technologies, as well as technical support and research and development of new nanomaterial-enhanced composite products for the automotive sector. It would have employed the know-how and intellectual property assets of Versarien in the production and use of graphene with dual-use applications.
The government identified a national security risk arising from BIMT’s access to those assets and prohibited their acquisition and use by the proposed joint venture company or by BIMT, including “assets available for use by Versarien … through its access to the UK graphene industry and academia.”
The transaction was not subject to a mandatory notification under the NSI Act. It is not clear whether the parties made a voluntary notification or the government identified and called it in for review.
Full prohibitions of transactions under the NSI Act are rare, with the government usually imposing behavioural obligations on the parties when it identifies national security concerns.
Supermarkets Fined in Norway for “Price Hunting”
The Norwegian Competition Appeals Tribunal (NCAT) provided a reminder on 21 August 2025 that excessive price transparency and facilitation of access to a competitor can give rise to competition law concerns.
The case arose from an August 2024 decision by the Norwegian Competition Authority (NCA) fining three grocery chains under the Norwegian Competition Act and the EEA Agreement, which on this issue are the same as the EU and UK competition law rules, for providing access to price surveillance in each other’s stores. This behavior is a form of illegal exchange of commercially sensitive information among competitors.
In 2010, the grocery chains entered the “Industry Standard for Comparative Advertising,” which provided guidelines for the chains’ use of advertising based on price comparisons. The standard established that price comparisons should be documented and stipulated that the chains could visit each other’s stores to collect prices to document claims made in price comparisons.
In 2011, the chains extended the standard and extended the provision allowing access to each other’s stores to collecting price information using hand scanners. In 2012, the chains agreed on a further expansion of price hunters’ access to their respective stores, which lasted until at least April 2018, when the NCA carried out dawn raids.
The NCA found that the chains’ cooperation allowed them to share large quantities of price information with each other. The chains received updates on competitors’ prices several times a day. This practice increased price transparency, and each chain came to expect its competitors to follow price changes quickly, making it more attractive to increase prices and less attractive to reduce them.
The NCA stated that when it is only a matter of hours or minutes before competitors follow a price cut, chains do not have an incentive to compete by lowering prices. The NCA commented that it found internal documents showing the chains used price information to test whether competitors would participate in price increases. The rapid flow of information made it possible for chains to initiate price hikes with limited risk.
The NCAT fully upheld the NCA’s decision and its fines on the chains.
UK Court Requires Porsche to Continue Supply of Spare Parts to Independent Reseller
On 28 July 2025, the UK Competition Appeal Tribunal (CAT) issued an interim injunction ordering Porsche to continue supplying parts to an independent reseller, Eurospares.
Eurospares is an independent wholesale intermediary selling spare automobile parts, including Porsche parts, to dealers, resellers, repairers and retail customers in the UK. It does not sell vehicles, install spare parts or offer vehicle repair or maintenance services. Eurospares’ business is predominantly online.
In September 2024, Porsche informed Eurospares, without prior warning, that it would cease trading with resellers immediately. Porsche stated that supply of spare parts would be made available only to authorised dealers under Porsche’s selective distribution system. As part of that system, Porsche requires that authorised dealers offer repair services, excluding independent resellers of spare parts that do not carry out repair and maintenance services.
Eurospares alleged that this contractual term amounts to an infringement by Porsche of UK competition law concerning anticompetitive agreements and abuse of a dominant position.
The CAT did not take a view on this but held, in granting the interim injunction, that there was a serious issue to be tried, and Eurospares would suffer serious harm that would not be compensable in damages if it ultimately succeeded in its arguments. The CAT was also satisfied that the balance of convenience was in favour of ordering the interim injunction, as the risk of harm was greater to Eurospares than Porsche.
The case shows that the CAT can be an effective route to gain interim protection in competition law cases. Eurospares filed the application on 20 May 2025 (before the end of a transitional period agreed between the parties, during which Porsche would continue to make supplies). The CAT held an oral hearing on 25 June, and it granted the injunction just over one month later.
EU Considers Minority Interest in a Competitor in Merger Decision
On 11 August 2025, the European Commission (EC) approved under the EU Merger Regulation the proposed acquisition of Just Eat Takeaway.com (JET) by Naspers through its subsidiary Prosus.
JET operates online food delivery platforms in several EU countries. Prosus is Naspers’ investment company and holds stakes in portfolio companies including a minority share of 27.4% in Delivery Hero. JET and Delivery Hero offer online food delivery services in Austria, Bulgaria, Italy, Poland and Spain and are therefore competitors in those countries.
The EC identified concerns that the link between JET and Delivery Hero created by the transaction could decrease JET’s incentive to compete with Delivery Hero in those countries and across the European Economic Area (EEA). In addition, it could increase the likelihood of tacit coordination between JET and Delivery Hero, which could lead to higher prices or market exits and/or prevent these companies’ entry in new markets in the EEA.
To gain approval, Naspers agreed to reduce its shareholding in Delivery Hero below a specified low percentage within 12 months. In addition, for a specified considerable time Naspers will not:
- Exercise the voting rights associated with its remaining shareholding.
- Recommend, propose or approve any person engaged by Naspers or any of the companies in which it holds an equity interest to be appointed to the board of Delivery Hero.
- Increase Naspers’ equity interest in Delivery Hero beyond the specified maximum level.
The EC said these remedies will ensure that Naspers have no influence over or material interest in Delivery Hero’s commercial decisions or strategy and remove the substantive competition law concerns.
The case is a good reminder to consider minority interests held by both parties in competing or related businesses when analysing the substantive risks posed by a merger transaction. These concerns may not be relevant to the jurisdictional analysis but will likely be looked at by relevant regulators when parties file the transaction for approval. Some commentators indicated that the stake would not be relevant to the review, a position which proved to be incorrect.
