CMA Opens Phase 2 Investigation into Vandemoortele/Délifrance Merger
The CMA has opened a Phase 2 investigation into Vandemoortele Group’s completed acquisition of Délifrance S.A., with a statutory deadline of 6 October 2026.
This briefing is a factual update only. It is not legal advice.
Summary. The Competition and Markets Authority (CMA) referred the completed acquisition by Vandemoortele Group of Délifrance S.A. to a Phase 2 investigation on 22 April 2026. The CMA found, on the information currently available to it, that the merger has resulted, or may be expected to result, in a substantial lessening of competition within one or more markets in the UK. The Phase 2 deadline is 6 October 2026.
Background. The CMA opened the merger inquiry on 3 October 2025 following Vandemoortele Group's completed acquisition of Délifrance S.A. The CMA launched its inquiry by notice on 10 October 2025 to the relevant parties. During Phase 1, the CMA made an announcement on 8 December 2025 stating that the merger would be expected to result in a substantial lessening of competition and suggested a move to a Phase 2 investigation unless acceptable undertakings were offered. An initial enforcement order was served on 24 December 2025 under Section 72(2) of the Enterprise Act 2002 on Safinco NV, Vandemoortele NV, Vamix NV, and Délifrance S.A. The CMA extended its consideration of undertakings in lieu of reference until 22 April 2026, and later published a consultation on the proposed undertakings on 19 March 2026.
Development. On 22 April 2026, the CMA issued its decision, referring the transaction to a Phase 2 investigation. Alongside this decision, the CMA had published its decision to not accept the proposed undertakings in lieu of reference. Both companies (Vandemoortele Group and Délifrance S.A.) are actively in the market of food manufacturing; specifically supplying frozen viennoiserie products. The initial enforcement order remains in place, and several derogations that have stemmed from the order have been granted between the period of December 2025 and March 2026, with some published in March and April 2026.
Status. The Phase 2 investigation is now open. The deadline for this investigation remains to be 6 October 2026. The CMA has published its terms of reference dated on 22 April 2026.