EU Refuses to Take Over Vanderlande‑Siemens Logistics Merger Review

TL;DR: The European Commission declined Portugal’s request to review Vanderlande’s purchase of Siemens Logistics at the EU level, saying the deal does not meet the revenue thresholds that trigger an EU‑level investigation. Spain and Portugal will continue to assess the transaction nationally.

Context: Vanderlande Industries, based in the Netherlands, agreed to acquire Siemens Logistics GmbH, a German unit that provides airport baggage‑handling systems. The transaction was first cleared by Germany’s competition authority in 2024, but a later corporate restructuring removed Germany’s jurisdiction.

After losing German oversight, the parties notified Spain’s competition authority on 6 March 2026 and Portugal’s on 20 March 2026. Both countries asked the European Commission to take over the review under Article 22 of the EU Merger Regulation, a rule that lets member states refer deals that fall below the EU’s turnover limits.

Key Facts: The Commission said the Vanderlande‑Siemens Logistics deal falls below the EU Merger Regulation’s turnover thresholds, meaning it does not require an automatic EU‑level review. Consequently, the deal is not subject to the Commission’s mandatory merger control.

Despite the request from Portugal, backed by Spain and Italy, the Commission refused to launch an Article 22 referral. It noted that the transaction had already been in effect for more than a year, making an EU‑level referral inappropriate.

What It Means: Spain’s and Portugal’s competition authorities will continue to examine the acquisition for any anti‑competitive effects within their jurisdictions. The Commission said these national bodies are "well equipped" to handle the review.

Because the deal involves airport logistics services, the national reviews will focus on whether the combined entity could raise prices or reduce choice for airlines and airports in the Iberian market.

The decision underscores how the EU’s referral mechanism is limited to cases where a deal has not yet been implemented and where cross‑border effects are significant enough to warrant central scrutiny.

Watch for any rulings from Spain’s and Portugal’s authorities later this year and whether the companies will appeal those decisions.