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Dáil Éireann díospóireacht -
Wednesday, 11 Jul 1990

Vol. 401 No. 5

Adjournment Debate. - Animal Feed Companies Proposed Merger.

Thank you for allowing me to raise this very important matter which was brought to my attention by many people in farming and its business side. The takeover of Halls by Irish Agricultural Wholesale Society was brought about by the Stock Exchange as a result of a bid by the company and successfully convincing the shareholders and the patrons of Halls that they were in line for a takeover. It now means that there will be a monopoly in the importation of feedstuffs.

I should like to thank the Minister of State, Deputy Leyden, for coming in to reply to this debate, and the Fair Trade Commission who met a deputation in the last few days. The Fair Trade Commission were prepared to listen to all views expressed by a number of people who approached me because of their concern. Monopoly in the market of imported feed ingredients is the major problem here; 80 per cent of the industry, in terms of importation, will be controlled by the new merger which will raise many question marks about the feed import business. There will be a problem in regard to quality and the source of ingredients. The main ingredients involved at present are protein and cereal imports to make up the shortfall at home.

A major change will take place at farm level because of new technology, a breakthrough in mixing and milling and changes in all other spheres of activity in industry. At present farmers have greater resources at their disposal, such as new machinery, and they are now in a position to mix and mill. It is vitally important that the source of ingredients is not closed to them. Quite recently, a number of people told me that they had to buy through a third party such as a merchant or co-operative. These people used to be able to buy in volume and were given favourable terms and conditions. They also need a choice of ingredients which will not be available if there is a monopoly. Farming has become very sophisticated and there has been criticism of the feeds given to animals which can cause problems in regard to the finished product. Farmers should have a choice in buying ingredients.

If farmers cannot purchase directly from the importer there will be an added cost on the production of our livestock, which we cannot afford. We cannot have an island monopoly and this is where the real problem lies — as we face into 1992. Halls and the Irish Agricultural Wholesale Society could have 80 per cent of the market which would be quite dangerous. The position is quite different in Denmark, Holland and Germany.

It has been said that we must have licensed compounders in the animal feed industry. However, the licensing is necessary to protect the consumer, on whose behalf I raised this matter. The farmer is the primary producer and he could now do this job himself because of new technology. However, in relation to costs, he would be at the wrong end of the scale by about £10 per tonne, which is not acceptable to the people I represent. The value of agricultural output in 1989 amounted to about £3.3 million and the cost of feed imports — compounds and "straights"— was an estimated £550 million, the equivalent of 20 per cent of a total output.

The intensive livestock sector feed ingredients are approximately 75 per cent over the farm gate value. Our agricultural exports were valued at about £3.41 million in 1989. I am talking specifically about the pig industry. Competitive costs for feedstuffs are crucial vis-á-vis our main competitors. In 1989, 2.4 million tonnes at a cost of £425 million was added to the cost of home produced cereals and “straights”. That meant that the cost of home produced cereals amounted to £135 million. A further breakdown revealed that cattle meal came to 1.4 million tonnes and about 500,000 tonnes in regard to pigs.

Poultry is a very important sector which also depends on the importation of ingredients. Many Members, especially on the Opposition benches, have made speeches about the sheep industry and the problems associated with it. Horses and other animals are also affected. You can see the importance of the importation of feedstuffs. In 1987 — the last year for which I have figures — Halls imported about 60 per cent of the total feed requirements of the country. The IAWS were a smaller importer made up mainly of the co-operative movement. They were the main shareholders until it became a plc company and went on the market. They have broadened their base which further changed the scene. There has been a lot of talk here recently about levelling the playing field. Halls are a traditional firm in the import business and have been recognised for many years as being a reputable and influential company in the feed business.

I have a stake in the pig breeders and that is why I was called upon to try to defend the situation. People are very concerned about the monopoly resulting from the merger. Only about 20 per cent is left, made up of a number of people. One group import 15 per cent.

The major problem that will arise is control at the port of entry. The two companies I refer to, IAWS and Halls have the monopoly of the port of Cork, the main importing facility there. I understand they have New Ross, Waterford and Dublin and a concern in the North, in Belfast, known as Barnetts, part of the Halls operation. With those amalgamated into one company, the business is at risk. Some of my people have been told in the last few days that in the new circumstances they will have to purchase through third parties. That is not acceptable.

I want from the Minister tonight an assurance that safeguards will be written through the Fair Trade Commission into any agreement or compromise reached so that the people who want to purchase feed are free to do so through that now importing company without hindrance or having to go through any third party.

I am sorry to interrupt the Deputy but his time is exhausted.

Perhaps the Minister of State will give me some latitude. I am looking for protection in a new situation so maybe he will not agree to the merger of those two companies.

The time has come to call the Minister.

I thank Deputy Ned O'Keeffe for his contribution. At the outset, I would like to say that I understand the concern expressed by the Deputy and by others in relation to the implications for competition, particularly in the animal feed ingredients import businesses, in relation to the proposed take-over of R & H Hall, plc, by the IAWS group.

In this regard I wish to confirm that the Minister for Industry and Commerce has received notifications under the Mergers, Take-overs and Monopolies (Control) Acts, 1978 and 1987 by each of the enterprises involved in the proposal. As indicated in the Minister's statement on 22 June 1990, in accordance with the powers of the Minister for Industry and Commerce under these Acts, the Minister has decided to refer the proposal whereby the IAWS group propose acquiring the whole of the ordinary and preference share capital of R & H Hall, plc for investigation and report by the Fair Trade Commission. The proposal was referred to the commission on 22 June 1980 and the Minister has asked the commission to report to him by 23 July 1990. On receipt of the report of the commission, the Minister will then decide what further action, if any, is warranted by the exigencies of the common good.

As the House will be aware, the Mergers, Take-overs and Monopolies (Control) Acts, 1978 and 1987 set out to control mergers and take-overs involving any two or more enterprises, coming under control, where at least one carries on business in the State, and where they each exceed certain financial thresholds as defined in the 1978 Act.

Where a merger or take-over is proposed which falls within the scope of the Acts, notification of the proposal to the Minister for Industry and Commerce is obligatory. A merger or take-over cannot be concluded until the Minister has stated that he does not proposed to prohibit it either absolutely or conditionally, or in the abscence of such a statement, until a period of three months has elapsed from the date of notification, or from the date of receipt of such further information as the Minister may require. In the case of this proposal, the period within which the Minister can take a decision under the Act will expire on 20 September 1990. However, with a view to removing business uncertainties for the parties concerned, I would hope that a decision will be possible within a much shorter time scale than this.

Under the 1978 and 1987 Acts, the Minister for Industry and Commerce has discretion, initially, to approve a proposal without further investigation, or to refer it for investigation to the Fair Trade Commission. The commission are obliged to investigate every proposal referred to them and report to the Minister for Industry and Commerce on their investigation. The report of the commission must state their opinion as to whether the proposed merger or take-over would operate against the common good in respect of the criteria set out in the Schedule to the 1978 Act. These criteria comprehend such matters as the effect on competition in the marketplace, the interests of the consumer, the effect on continuity of supplies or services, the effect on employment and on employees, the interests of shareholders, the impact on regional development, and whatever economic benefits might arise for the enterprises and the industry involved.

Having received a report of the Fair Trade Commission, the Minister may then approve the proposal, but he is also empowered to make an order prohibiting a proposed merger or take-over, either absolutely or except on certain conditions specified in the order. It is, of course, also open to the Minister, in allowing a notified merger or take-over to proceed, to secure the agreement of a party or parties involved in the proposal to undertakings or assurances in relation to areas of concern.

The IAWS Group, from their origins in 1897 as a wholesale supplier of materials and services to co-ops and merchants throughout the country, have become a leading manufacturer and supplier of inputs to the Irish agricultural industry, and an emerging force in the downstream food manufacturing and distribution business operating in the Republic of Ireland, Northern Ireland and England.

R & H Hall are involved in the importation, storage and distribution of grain and animal feed ingredients. These two enterprises are, by far, the largest importers of animal feed ingredients, and because of the implications of the take-over proposal for competition in this area in particular, the Minister has referred the matter to the Fair Trade Commission. Another area which I would expect the commission to investigate would be the question of access to ports and port storage facilities to competing importers, following the proposed merger of the two major players in the animal feed ingredients import business.

I should mention, of course, that there are likely benefits which may accrue from the proposed merger. The economies of scale which would be achieved by combining the complementary activities of IAWS and Halls should bring major benefits to the Irish economy, particularly to the livestock and feed sector. Both companies have significant interests outside Ireland and the enlarged group would be in a much stronger position to take advantage of the international growth opportunities in the context of the Single Market in 1992.

In deciding on the proposal under the mergers legislation, and taking the report of the Fair Trade Commission into consideration, the Minister will have to see whether any such benefits would outweigh any costs arising out of any restriction on competition.

As I have already indicated, the Minister has referred the proposed take-over of R & H Hall by the IAWS Group to the Fair Trade Commission for investigation. He will be receiving their report in due course and I want to assure the House that a balanced consideration will be given to the matter.

I would like to record thanks to Deputy O'Keeffe for his contribution to this debate. His extensive knowledge of the business in question will be of use when this matter is considered by the Minister.

The Dáil adjourned at 12.40 a.m. on Thursday, 12 July, 1990 until 10.30 a.m.

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