市场监管总局关于附加限制性条件批准智利国家铜业公司与智利化工矿业公司新设合营企业案反垄断审查决定的公告

Core Viewpoint - The State Administration for Market Regulation (SAMR) has conditionally approved the merger between Chilean National Copper Corporation (Codelco) and Chilean Chemical Mining Company (SQM), citing potential anti-competitive effects in the lithium carbonate import market in China [2][9][14]. Group 1: Case Background - Codelco, established in 1976, primarily engages in copper and related by-products, holding lithium mining rights in the Maricunga and Pedernales salt lakes [4]. - SQM, founded in 1968 and listed on both Santiago and New York stock exchanges, focuses on the production and sale of lithium, iodine, potassium, and related chemical products [4]. - The joint venture agreement was signed in May 2024, with both companies planning to form a joint entity through asset injection, continuing operations at SQM's lithium project in the Atacama salt flat [4]. Group 2: Relevant Markets - The joint venture will operate in the lithium carbonate and lithium hydroxide markets, with horizontal overlaps between Codelco and SQM [5]. - The import lithium carbonate market is defined as a separate relevant product market due to China's significant reliance on imports, primarily from Chile and Argentina [6][7]. - The lithium hydroxide market is defined globally, as there are no significant barriers to trade in this product [8]. Group 3: Competition Analysis - The merger is expected to enhance the market control of the combined entity in the import lithium carbonate market in China, which has a rigid demand due to a significant resource gap [10][11]. - SQM has been the largest supplier of imported lithium carbonate to China from 2021 to 2024, with market shares ranging from 45% to 70% during this period [11]. - The transaction may increase the likelihood of coordinated behavior among major competitors in the lithium carbonate market due to its stable structure and high market transparency [12]. Group 4: Conditional Approval - SAMR has communicated concerns regarding the potential anti-competitive effects of the merger and engaged in discussions with the parties to mitigate these impacts [13]. - The approved conditional commitments include obligations to continue supplying Chinese customers under existing contracts, maintain fair pricing, and report significant supply changes to SAMR [14][15]. - The commitments are legally binding and will be monitored by SAMR for compliance over a period of ten years [15].