The Gillette Company and Parker Pen Holdings Limited:
A report on the merger situation
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Summary
On 5 October 1992 we were asked to examine the proposed acquisition of
Parker Pen Holdings Limited (Parker) by The Gillette Company (Gillette)
(see Appendix 1.1). Parker is a major manufacturer of writing instruments
(ball point, roller ball and fountain pens and mechanical pencils) which
is its sole business. Gillette has several types of business, including
the supply of writing instruments under two well-known brands, Paper Mate
and Waterman.
There are no reliable statistics for the UK writing instruments market
but it is estimated to total about £225 million at retail prices,
divided almost equally between refillable and disposable instruments.
Refillables range in price from about £1 to £200 or more and
disposable writing instruments from a few pence to a few pounds. Although
there is some competition for the lower-priced refillables from the better
quality disposables, most evidence we received suggested that refillables
form a largely separate market.
Parker and Waterman supply only refillables; Paper Mate supplies mainly
disposables but also some lower-priced refillables We have therefore examined
the effects of the proposed merger primarily on the UK market for refillables.
Market research estimates suggest that Parker already supplies about half
of total UK sales of refillables by value and that Waterman and Paper
Mate together would add some 7 per cent to Parker's share.
There are, however, at least 40 brands of refillables supplied to the
UK market, with a wide choice of style and finish at all price levels.
Market shares are not static. Although more expensive pens have better
quality nibs, finishes and mechanisms, there is no great technical difference
between pens, and production processes are comparatively simple. There
have been a number of recent entrants and some multiple retailers have
successfully introduced own-brand pens.
Writing instruments are sold through three trade channels: the business
use, business gifts and retail markets. In the business use market, disposables
predominate and refillables play only a small part. Paper Mate is a substantial
supplier, but Parker and Waterman sell little into this market. Sales
are made through wholesalers, who expressed little concern, and competition,
based mainly on price, appears to be strong. We do not think that the
proposed merger would adversely affect price or choice in this market.
The business gifts market is large and competitive. It covers not only
writing instruments but a wide range of other goods. Parker has developed
the market for refillables for promotional use, overprinted with the buyer's
logo, in which it has a substantial share of sales, particularly at the
lower price levels. While brands are important, price is a significant
factor at all levels and particularly important in selling promotional
pens, where refillables are in competition with disposables as well as
other products. Gift houses expressed no concern about the proposed merger.
We do not think that it would adversely affect competition, price or choice.
In the retail market writing instruments are sold through a wide range
of outlets, and by two main methods, self-service and from under glass
by assistants at pen counters. In the self-service, mainly blister pack,
sector Parker is particularly strong with an estimated two-thirds of retail
sales of those refillables priced between £2.50 and £10; this
segment accounts for less than one-quarter of the total retail market
for refillables. Market shares have not remained static and Parker's present
position has been only recently achieved. There are about 30 existing
suppliers in this sector, including retailers' own brands, and a range
of potential new entrants, some already established in other sectors of
the market. Competition from a wide range of attractive disposables would
also inhibit any attempt by the merged group to exploit its market position.
In the under-glass sector there are again many suppliers, including
both long-established firms and recent entrants. In this and the self-service
sector the larger retailers exercise considerable power, reflected in
the discounts they receive and in the range of promotional support they
can secure from suppliers, including special offers and the provision
of consultants and display counters. Any attempt by a merged company to
exploit its market position would be held in check by the bargaining strength
of retailers and the existence of both actual and potential competitors
to which they could turn. Overall we do not consider that the proposed
merger would adversely affect competition, price or choice in the retail
market.
We conclude that the proposed merger may not be expected to operate
against the public interest.
Full text
Contents
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| Chapter
1 |
Summary |
| Chapter
2 |
The companies involved in the merger |
| Chapter
3 |
The UK market for writing instruments |
| Chapter
4 |
Views of main parties |
| Chapter
5 |
Views of third parties |
| Chapter
6 |
Conclusions |
| |
List of signatories |
Appendices
|
|
| (The numbering of the appendices indicates
the chapters to which they relate) |
| 1.1 |
Conduct of the inquiry |
| 2.1 |
Gillette's world-wide organisational structure |
| 2.2 |
Gillette's UK corporate group structure |
| 2.3 |
Gillette UK: profit and loss accounts for the five years
to 30 November 1991 |
| 2.4 |
Gillette UK: balance sheets for the five years to 30
November 1991 |
| 2.5 |
Gillette UK: sources and application of funds for the
five years to 30 November 1991 |
| 2.6 |
Waterman Pens (UK): profit and loss accounts for the
four years to 30 November 1991 |
| 2.7 |
Waterman Pens (UK): balance sheets for the four years
to 30 November 1991 |
| 2.8 |
Parker organisational structure |
| 2.9 |
Parker Pen and Parker Pen Holdings: group profit and
loss accounts for the five years to 28 February 1992 |
| 2.10 |
Parker Pen and Parker Pen Holdings: group balance sheets
for the five years to 28 February 1992 |
| 2.11 |
Merger reserve |
| 2.12 |
Parker Pen and Parker Pen Holdings: group sources and
application of funds for the five years to 28 February
1992 |
| 2.13 |
Parker Pen UK: profit and loss accounts for the five
years to 28 February 1992 |
| 2.14 |
Parker Pen UK: balance sheets for the five years to 28
February 1992 |
| 2.15 |
Parker Pen UK: sources and application of funds for the
five years to 28 February 1992 |
| 3.1 |
List of brands with refillable writing instruments retailing
in the UK market at £2.50 or more |
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