National Fostering Agency / Acorn Care 1 merger inquiry

The CMA investigated the completed acquisition by SSCP Spring Topco Limited, providing fostering services in the UK inter alia through its affiliated entity the National Fostering Agency Limited, of Acorn Care 1 Limited.

• From: Competition and Markets Authority
• Published: 12 September 2016
• Last updated: 9 June 2017 — See all updates

• Case type: Mergers
• Case state: Closed
• Market sector: Healthcare and medical equipment
• Opened: 12 September 2016
• Closed: 9 June 2017

Statutory timetable

Phase 1 date	Action
9 June 2017	Undertakings in lieu of reference accepted
31 March 2017	Extension of consideration of undertakings in lieu (UILs)
20 February 2017	Decision published
30 January 2017	Decision announced
30 November 2016	Launch of merger inquiry
1 December to 15 December 2016	Invitation to comment
8 September 2016	Initial enforcement order

Phase 1

Undertakings in lieu of reference accepted

9 June 2017: The CMA has accepted undertakings in lieu of reference for the completed acquisition by SSCP Spring Topco Limited, providing fostering services in the UK inter alia through its affiliated entity the National Fostering Agency Limited, of Acorn Care 1 Limited. A copy of the undertakings and the decision are available below.

• UIL acceptance decision (9.6.17)
• Final undertakings (9.6.17)
• News story: CMA will clear fostering services merger after sales (9.6.17)

Undertakings in lieu of reference consultation: now closed

9 May 2017: We are consulting on proposed undertakings in lieu (UIL) of a reference for the completed acquisition by SSCP Spring Topco Limited, providing fostering services in the UK inter alia through its affiliated entity the National Fostering Agency Limited, of Acorn Care 1 Limited.

• Notice of consultation (9.5.17)
• Proposed undertakings (9.5.17)

Extension of considerations of undertakings in lieu

31 March 2017: The CMA has extended the consideration of UILs until 9 June 2017.

• Notice of extension (31.3.17)

CMA to consider undertakings offered

13 February 2017: The CMA considers that there are reasonable grounds for believing that the undertakings offered by the parties, or a modified version of them, might be accepted by the CMA under the Enterprise Act 2002. A copy of the decision is available below.

• Decision that undertakings might be accepted (20.2.17)

Reference unless undertakings accepted

30 January 2017: The CMA has decided, on the information currently available to it, that it is or may be the case that this merger may be expected to result in a substantial lessening of competition within a market or markets in the United Kingdom. This merger will be referred for a phase 2 investigation unless SSCP Spring Topco Limited, the top UK holding company of the National Fostering Agency group, offers acceptable undertakings to address these competition concerns. The full text of the decision is available below.

• Full text decision (20.2.17)

• Press release: Fostering services merger faces in-depth investigation (30.1.17)

Launch of merger inquiry

30 November 2016: The CMA announced the launch of its merger inquiry by notice to the parties.

• Commencement of initial period notice (1.12.16)

Invitation to comment: Now closed

1 December 2016: The CMA is considering whether it is or may be the case that this transaction, if carried into effect, will result in the creation of a relevant merger situation under the merger provisions of the Enterprise Act 2002 and, if so, whether the creation of that situation may be expected to result in a substantial lessening of competition within any market or markets in the United Kingdom for goods or services.

Initial enforcement order

12 September 2016: On 8 September 2016, the CMA served an initial enforcement order under section 72 (2) of the Enterprise Act 2002 on Stirling Square Capital Partners LLP, Stirling Square Capital Partners Holdings Limited, Stirling Square Capital Partners Second Fund Holdings Limited and Stirling Square Capital Partners Third Fund Holdings Limited (collectively Stirling Group) and SSCP Spring Topco Limited (SSCP Spring) in relation to the completed acquisition of Acorn Care 1 Limited.

• Variation order 11 May 2017 (12.5.17)
• Directions to appoint a monitoring trustee (6.3.17)
• Variation order 28 February 2017 (28.2.17)
• Initial enforcement order (12.9.16)

Amendments/consents granted

• Derogation 24 March 2017 (29.3.17)
• Derogation 3 February 2017 (20.2.17)
• Derogation 25 January 2017 (26.1.17)
• Derogation 10 November 2016 (17.11.16)
• Derogation 25 January 2017 (9.11.16)
• Derogation 7 October 2016 (12.10.16)
• Derogation 28 September 2016 (3.10.16)
• Derogation 13 September 2016 (13.9.16)

Contact

Please send written representations about any competition or public interest to:

Daniella Sinobad
Competition and Markets Authority
Victoria House
Southampton Row
London
WC1B 4AD

daniella.sinobad@cma.gsi.gov.uk

Published 12 September 2016
Last updated 9 June 2017 + show all updates

1. 9 June 2017

   Undertakings in lieu of reference accepted.

2. 12 May 2017

   Variation order published.

3. 9 May 2017

   Undertakings in lieu of reference consultation launched.

4. 31 March 2017

   Notice of extension published.

5. 29 March 2017

   Derogation published.

6. 6 March 2017

   Directions for monitoring trustee published.

7. 28 February 2017

   Variation order published.

8. 20 February 2017

   Full text decision, decision that undertakings might be accepted and derogation added.

9. 13 February 2017

   CMA to consider undertakings announcement added.

10. 30 January 2017

    Decision announced: reference unless undertakings accepted.

11. 26 January 2017

    Derogation published.

12. 1 December 2016

    Launch of merger inquiry.

13. 17 November 2016

    Derogation published.

14. 9 November 2016

    Derogation published.

15. 12 October 2016

    Derogation published.

16. 3 October 2016

    Derogation published.

17. 13 September 2016

    Derogation published.

18. 12 September 2016

    First published.