SALIC International Investment Company — Combination C-2022/07/958

Notice under Section 6(2) of the Competition Act, 2002, filed by SALIC International Investment Company.

CORAM: Mr. Ashok Kumar Gupta Chairperson Ms. Sangeeta Verma Member Mr. Bhagwant Singh Bishnoi Member

Order under Section 31(1) of the Competition Act, 2002

1. On 19th July, 2022, the Competition Commission of India (Commission) received a notice under Section 6(2) of the Competition Act, 2002 (Act) filed by SALIC International Investment Company (Acquirer) regarding its proposed acquisition of shareholding in Olam Agri Holdings Pte. Ltd. (Olam Agri). The concerned parties have entered into a Sale and Purchase Agreement (SPA) dated 25th March, 2022, for acquisition of approximately 35.43% shareholding in OLAM Agri by the Acquirer (Proposed Combination).

2. Acquirer a wholly owned subsidiary of Saudi Agricultural and Livestock Investment Company (SALIC) based in Riyadh, Kingdom of Saudi Arabia. It was established in 2022 to hold international investments of SALIC and does not have any physical presence in India. SALIC is a Saudi Arabian investment company active in business relating to agricultural and food industries. It has investments in several companies located in Saudi Arabia and internationally. In India, SALIC, through its wholly owned subsidiary United Farmers Investment Company (UFIC) holds 29.51% equity stake in Daawat Foods Limited (DFL). DFL is a subsidiary of LT Foods Limited. DFL is primarily active in procurement, storage, milling, processing, packaging and marketing of branded and non-branded basmati rice, for select brands of LT Foods.

3. Olam Agri, incorporated in Singapore is a wholly owned subsidiary of Olam Holdings. It is engaged in procurement, trading, and marketing of food, feed, and fiber commodities. It is also engaged in providing allied logistics and risk management services to support its above operations. In India, Olam Agri undertakes sale of various agri-commodities, including rice, both at the wholesale and the retail level. Olam Agri sources rice from farmers and traders, processes them, exports and distributes them via its established sales and distribution channels to customers worldwide. It also undertakes retail sales of basmati rice in India under two brands, namely, ‘Heaven’s Harvest’ and ‘True Earth’.

4. Following the Proposed Combination, the Acquirer and Olam Holdings will exercise joint control over the Target. Olam Holdings, will retain the remaining 64.57% stake in the Target.

5. The Proposed Combination concerns the basmati rice Industry as both the Acquirer and Olam Agri are engaged in procuring, processing, distribution and sale of basmati rice. The Commission notes that the combined market presence of Acquirer and Olam Agri in distribution and sale of basmati rice is not significant. Further, the basmati rice market features the presence of several organized and unorganised player. Some of the prominent basmati rice brands like India Gate, Fortune, Kohinoor, Lal Qilla, Shri Lal Mahal and Royal. Thus, the proposed combination is not likely to result in any significant market position to the combined entity or raise any foreclosure concern.

6. Considering the material on record, including the details provided in the notice and the assessment of the Proposed Combination based on factors stated in Section 20(4) of the Act, the Commission is of the opinion that the Proposed Combination is not likely to have any appreciable adverse effect on competition in India. Therefore, the Commission approves the Proposed Combination under Section 31(1) of the Act.

7. This order may be revoked if, at any time, the information provided by the Acquirer is found to be incorrect.

8. The information provided by the Acquirer shall be treated as confidential in terms of and subject to the provisions of Section 57 of the Act.

9. The Secretary is directed to communicate to the Acquirer accordingly.