26-07-2024

Press Release 17/2024
July 26, 2024

The Portuguese Competition Authority (AdC) has cleared the acquisition of VASP - Distribuidora de Publicações, S.A. (VASP) by Palavras de Prestígio, Lda. (Palavras de Prestígio), after the latter l put forward commitments aimed at ensuring all publishers have access to VASP's distribution network for newspapers and magazines.
The commitments include ensuring that all publishers have access to the VASP distribution network under fair, reasonable, and non-discriminatory commercial, logistical, and service quality conditions.
Specifically, concerning commercial terms, VASP has committed to maintaining terms generally in line with those currently in place, subject to possible changes due to objective causes related to operational costs or the financial sustainability of the company, including significant declines in newspaper and magazine circulation.
Any proposed changes to the commercial terms by VASP must first be assessed and authorized by a Monitoring Trustee, who ensures that only changes justified by objective, transparent, proportionate, and non-discriminatory reasons related to cost structures or the company's financial sustainability are approved.
The AdC concluded that this approach ensures, on the one hand, the necessary stability in the prices and other commercial terms offered by VASP to the various publishers for the distribution of newspapers and magazines; and on the other hand, the necessary flexibility for VASP's operational management to reflect, in the prices charged to publishers, any changes with a significant impact in costs or the firm's financial sustainability, upon proper evaluation and authorization by a Monitoring Trustee.
Palavras de Prestígio is exclusively controlled by Grupo Bel, which, at the time of the merger notification, already held a 50% stake in VASP's share capital. Following the exercise of an option to purchase the shares held by Cofina SGPS, S.A. in VASP, Palavras de Prestígio became the sole shareholder of VASP.
Additionally, Palavras de Prestígio holds a stake in the company Páginas Civilizadas, Lda., which consolidates Grupo Bel's media investments, particularly in Global Media.
Considering potential risks that VASP could favor Global Media's newspapers and magazines, potentially discriminating against other publishers' access to the distribution network, the AdC determined that it could only approve the merger after VASP offered commitments to guarantee effective access for all publishers to VASP's distribution network under fair, reasonable, and non-discriminatory conditions.