SLOVENIA Trends and Developments Contributed by: Tomaž Ilešič, Aljoša Krdžić and Ajas Midžan, Rojs, Peljhan, Prelesnik & Partners
target company accounted for only 5–10% of Slove - nian cement sales, it represented an important source of competitive pressure in the western and central Slovenian regions where both it and the dominant domestic producer were active. The combined entity would hold a market share of approximately 60–70% in grey cement, with HHI values indicating extreme concentration. The CPA thus expressed serious concerns regarding input foreclosure and price increases, particularly given that cement from the target company had historically been priced below competing suppliers. Rather than prohibit, the CPA accepted a package of behavioural commitments for the period 2025–2027requiring the merged entity to maintain supply to eligible Slovenian customers at their historical volumes (with scope for graduated increases of up to 10–30% depending on the customer’s historical purchase volume) and atan inflation-adjusted price cap linked to a consumer price index. Importantly, this case illustrates that, while very high market shares might at first sight appear to pre - clude clearance, the CPA remains willing to explore proportionate remedy options that offer a workable route to closing. Conclusions and the Road Ahead Drawing together the threads of the foregoing analy - sis, a review of the CPA’s recent decisions suggests that the CPA’s substantive practice is in general aligned with EU methodology and case law. The CPA continues to anchor its reasoning in Commission guidelines, precedent decisions and Court of Justice jurisprudence, and has shown no apparent inclina - tion to depart from the established EU framework. However, in individual cases, the CPA’s assessment may be influenced by the particularities of the small domestic economy (as was the case with geographic market definition in the decisions discussed above), which can produce outcomes that notifying parties accustomed to a broader EU perspective may find unexpected.
Importantly, the fact that no concentration has been prohibited in the recent period is, in our view, indica - tive of the general predictability of the CPA’s practice. The CPA’s faithful application of Commission guide - lines and recognised analytical frameworks provides notifying parties a reliable basis when evaluating the prospects of a contemplated transaction. Finally, at the time of writing, two transactions remained under in-depth review: Atlantic Droga Kolin- ska / OSEM in the food and consumer goods sec - tor, and Telemach / T - 2 in telecommunications. The Telemach / T - 2 case is particularly significant, since the transaction would combine two of the largest opera - tors in an already highly concentrated market, reduc - ing the number of meaningful competitors. The CPA has flagged the risk of both unilateral effects (higher prices, poorer terms and reduced choice) and co- ordinated effects, given that the merger would leave only three large providers across several markets. Therefore, the outcome of these proceedings will be central to Slovenian merger enforcement in the com - ing period.
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