Schjødt Nordic Competition Outlook

On 26 August 2026, the European Commission ("Commission") issued a Statement of Objections in its in-depth review of the proposed graphic paper joint venture between UPM and Sappi.

The planned joint venture, would combine UPM's entire Communication Papers business with Sappi's graphic paper business in Europe, contributing mills in Germany, Finland, the United Kingdom and the United States (UPM) and in Austria, Germany, the Netherlands and Finland (Sappi), into a jointly owned, independently operated company.

The Commission is concerned that the joint venture would give UPM and Sappi, the two largest producers of communication paper in the EEA, market power allowing them to increase prices and decrease quality for customers of coated mechanical paper (a type of magazine paper) and coated wood-free paper, and has flagged similar concerns for certain specialty paper markets. The Commission expressed that it is currently unconvinced that integrating the relevant activities in the joint venture would bring enough benefits – in terms of cost savings or environmental or resilience improvements – to offset the potential harm. The Commission has until 11 November 2026 to take a final decision.

Takeaway: The case shows that the Commission holds parties to a high standard when they invoke cost savings, environmental benefits or supply resilience as counterweights to a loss of competition. The case is also a reminder that a joint venture combining substantially all of the EEA operations of two significant competitors in a paper segment invites close scrutiny.

Read more here.

On 12 August 2026, the CMA published its provisional decision following a strategic review of 33 existing market remedies, proposing to remove 23 remedies considered redundant, partially remove 4 (relating to retail banking, home credit, private motor insurance and certain soft drinks), and retain 6 in full, including remedies on current account switching, local bus services and liquefied petroleum gas. The CMA is inviting views, with a final decision expected in autumn 2026.

On 20 August 2026, the Competition and Markets Authority ("CMA") concluded its Phase 2 investigation into Vandemoortele's acquisition of Délifrance, clearing the merger subject to the sale of Vandemoortele's laminated dough production facility in Worcester and its UK sales operations in Staines-upon-Thames. The CMA had found that the merger would make Vandemoortele the largest supplier of frozen viennoiserie products in the UK and would substantially lessen competition, risking higher prices or lower quality for supermarket and foodservice customers. After Vandemoortele conceded the competition concerns, the inquiry group was able to streamline the process and conclude almost seven weeks ahead of the statutory deadline.

Takeaway: Together, these two developments point to more pragmatic solutions. In Vandemoortele/Délifrance, rather than insisting on a lengthy contested process, the CMA accepted an early, workable remedy once the parties conceded the competition concern, allowing the case to close well ahead of schedule. The market remedies review reflects the same pragmatism: instead of leaving remedies in place indefinitely, the CMA is stripping out those that no longer serve a purpose while keeping the ones still needed to protect consumers, such as on account switching and bus services.

Read more here (Vandemoortele/Délifrance) and here (Strategic Review).

On 1 August 2026, a Swedish competition law reform entered into force with three pillars: a new market-investigation tool for the SCA, expanded merger control, and a new Act on Public Sales Activities (LOS). Under the new market-investigation tool, theSCA can order one or more companies to remove structural hindrances to effective competition on a market, such as "tipped" markets or tacit oligopoly coordination, without an established infringement. The tool follows similar market-investigation regimes already in place in the UK, Norway, Denmark and Germany. Moreover, merger control is broadened, first, by lowering the substantive threshold: a concentration can now be prohibited if it impedes competition on any relevant market, no matter how small or local that market is, rather than only where it affects the country as a whole or a substantial part of it. Second, the SCA gains a pre-notification information duty: where the company operates on a market whose structure or concentration level means further concentrations there could hinder effective competition, the SCA may require it to report, for up to two years, information about concentrations it is party to, even below the normal notification thresholds.

LOS, the third pillar, is described below.

NEW LAW ON PUBLIC SALES ACTIVITIES (LOS)

On 1 August 2026, the main part of the new Swedish law on public sales activities (Sw: Lagen om offentlig säljverksamhet, "LOS") entered into force.

LOS prohibits public actors (the state, municipalities, regions or publicly controlled companies) from conducting sales activities, or applying a conduct in their sales activities, that unduly affects private companies' ability to operate on the market. This includes, for example, below-cost pricing, blurring the line between the exercise of public authority and sales activities, commercial exploitation of information obtained through public authority, and discriminatory access to infrastructure. The prohibition does not apply where the activity or conduct is consistent with a decision of the Riksdag or the Government or is otherwise justifiable from a general public interest perspective.

Unlike the previous so-called "conflict resolution rule" in the Swedish Competition Act that LOS replaces, which was forward-looking and applied only after the infringement had been established by the court, LOS establishes a permanent prohibition. No prior court decision is required. The threshold for intervention has also been lowered in another respect. It is no longer necessary to define a relevant market or demonstrate a measurable effect on competition, as was required under the previous rule.

The Swedish Competition Authority (SCA) is the supervisory authority for the Act. It has the power to impose an administrative fine ("market disruption fee") of up to SEK 20 million for intentional or negligent infringements. This is a dedicated sanction under LOS itself, distinct from the fines available under the Swedish Competition Act.

Takeaway: LOS gives the SCA a dedicated tool, separate from the general abuse-of-dominance rules, to address distortive conduct by public actors that are active on markets where private players are active. By making the prohibition permanent and backward-looking, rather than forward-looking, and by removing the need to prove a measurable competitive effect, LOS significantly lowers the threshold for intervention against public actors already active on a market. Companies competing with municipal or state-owned entities should note that conduct such as underpricing or bundling public-authority tasks with commercial sales may now be tested more readily, and that the coming evaluation and separate accounting duties from 1 January 2027 will increase transparency around how public actors price and structure their commercial activities.

Read more here.

On 25 August 2026, the Norwegian Competition Authority (NCA) concluded its investigation, following an unannounced inspection in 2022, into whether KLP had abused its dominant position in the market for public occupational pensions. The NCA found that KLP had actively and strategically influenced municipalities not to put occupational pension services out to tender, which may have resulted in higher costs and lower-quality services. KLP does not agree that it abused its dominant position but has offered a set of binding commitments, including ceasing to influence municipalities' tender decisions, sending a corrective information letter to municipalities and trade unions, establishing a dedicated internal unit for tender-related communications separate from owner and customer relations, and accepting oversight by a monitoring trustee for five years.

Takeaway: The KLP case illustrates that a dominant provider's informal influence over a public customer's procurement process may, in principle, raise questions under competition law, separate from pricing or contractual conduct. Moreover, the specific commitments offered, including the separation of tender-related communications from owner and customer relations and five years of oversight by a monitoring trustee, suggest that the NCA's underlying concern was structural: that the same relationships through which KLP managed its commercial dealings with municipalities also gave it channels to influence their procurement decisions.

Read more here.

On 26 August 2026, the Danish Competition Council found that Wolt Denmark had abused its dominant position in the market for meal ordering platforms with delivery in Denmark. The decision concerned three elements of Wolt's standard terms: a price parity clause, Wolt's ability to offer campaign discounts on restaurants' products, and Wolt's ability to grant compensation to customers at the restaurant's expense.

One of the more interesting aspects of the decision is the way in which the different contractual terms were assessed. The price parity clause was found to constitute an exclusionary abuse in its own right. However, the Competition Council also considered the price parity clause together with Wolt’s rights to offer discounts and provide compensation, and found that the combination imposed unfair trading conditions on the restaurants. The case therefore illustrates the importance for dominant companies of considering contractual provisions not only individually, but also in the context of the wider commercial model and how the different elements operate together.

The case also highlights a practical point for companies facing a competition law investigation. Wolt informed the Danish Competition and Consumer Authority in November 2025 that it would remove the price parity clause from its Danish standard terms as a result of the investigation. The clause was removed with effect from 4 December 2025. The subsequent change in conduct did not, however, prevent the Competition Council from finding an infringement in respect of the historical conduct, and the Council has decided to bring the case before the courts with a view to imposing a fine.
For dominant businesses, the decision is a useful reminder to look beyond individual contractual provisions and consider how their terms operate together in practice

Takeaway: The Wolt and Uber/Dantaxi decisions are significant for different reasons. The Wolt decision highlights the importance for dominant companies of assessing contractual terms in the context of their wider commercial model, rather than in isolation. It also illustrates that changing a potentially problematic practice after a competition authority has opened an investigation does not necessarily remove exposure in relation to the historic conduct.

For merging parties, the Uber/Dantaxi decision illustrates the practical significance of Denmark's new call-in regime, which has applied since 1 July 2024. The Uber/Dantaxi transaction was the first case in which the DCCA used this power, and it ultimately resulted in a substantial divestment after the transaction had already been completed. The decision clearly shows that closing a transaction does not necessarily eliminate merger control risk, including where a transaction falls below the ordinary notification thresholds. The possibility of ex post intervention should therefore be considered when assessing the competition law risks of transactions, particularly in markets where competition concerns may arise despite the absence of a mandatory filing obligation.

Read more here (Wolt) and here (Dantaxi).

QUESTIONS? For questions or further discussion, please do not hesitate to contact Schjødt's EU & Competition team.