CCA clears merger between Žito d.d., Zvijezda Plus d.o.o. and Zvijezda d.o.o., Ljubljana

The Croatian Competition Agency (CCA) has approved, in Phase I, a concentration arising from the acquisition of sole control on a permanent basis by Žito d.d. from Osijek over Zvijezda Plus d.o.o. and Zvijezda d.o.o. from Ljubljana.

The concentration is implemented through the acquisition of direct controlling interest within the meaning of Article 15 paragraph 1 item 2 of the Competition Act.

CCA received a complete notification of the concentration on 10 April 2026, in accordance with Article 20 of the Competition Act. The notification was submitted by Žito d.d. as a notifying party.

On 15 April 2026 the CCA published a public invitation on its website calling on all interested parties to submit comments and opinions regarding the concentration. Within the prescribed deadline, which expired on 27 Mach 2026, the CCA did not receive any comments or opinions.

The concentration primarily concerns the markets relating to the production and sale of sunflower oil in the Republic of Croatia, whereby, in its assessment, the Croatian Competition Agency (CCA) also took into account the competitive pressure and trade flows from the neighbouring countries relevant to the assessment of the market situation in the Republic of Croatia.

Žito d.d. forms part of the Žito Group, within which Tvornica ulja Čepin d.o.o. also operates as a producer of sunflower oil in the Republic of Croatia, active in the cultivation, procurement, processing and refining of oilseeds.

The target companies, Zvijezda Plus d.o.o. and Zvijezda d.o.o., Ljubljana, form part of the Fortenova Group. Zvijezda Plus manufactures edible oils and fats, mayonnaise, sauces, ketchup and canned vegetables, and operates edible oil refining facilities as well as bottling plants.

According to the information provided in the notification, the market for the production of crude sunflower oil in the Republic of Croatia and neighbouring countries is characterised by the strong presence of producers from Hungary and Serbia which possess significantly larger production capacities than domestic producers. Tvornica ulja Čepin holds a market share of approximately 4–5%, depending on the metric applied.

As regards the market for the production and wholesale supply of refined bulk sunflower oil, the information submitted in the notification indicated a relatively limited post-merger market position of the parties to the concentration, taking into account the competitive pressure exerted by suppliers from neighbouring countries.

With respect to refined sunflower oil packaged in bottles, the assessment also took into consideration the significant presence on the Croatian market of products and suppliers originating from neighbouring countries.

In assessing the concentration, the CCA notably took into account the existence of strong competitive pressure from producers in neighbouring countries, the absence of significant barriers to imports, the growth of retailers’ private-label products, and the role of major retail chains as big purchasers of the products concerned.

It was also taken into account that implementation of the concentration would alter the existing ownership structure within the Fortenova Group, as Zvijezda Plus would cease to be part of the Fortenova Group and would no longer be vertically linked with the retail chain Konzum plus, while the Serbian undertaking Dijamant would likewise cease to belong to the same corporate group.

Since neither the market shares of the parties to the concentration nor the structure of the market indicate the creation or strengthening of a dominant position, the CCA concluded that it may reasonably be assumed that the concentration is not prohibited within the meaning of Article 16 of the Croatian Competition Act, as it does not give rise to a significant impediment to effective competition.

Accordingly, pursuant to Article 22 paragraph 1 of the Croatian Competition Act the concentration was deemed compatible in Phase I.