European Union antitrust authorities have officially restarted their in-depth examination of Mars Inc.’s proposed acquisition of Kellanova — the company behind Pringles and a range of cereals and snack-brands. The European Commission (EC), which oversees competition policy in the EU, has set a new deadline of December 19, 2025, to issue its decision on whether to approve, reject, or demand remedies for the deal.

Background & Scope of the Deal

• The merger deal was first announced in August 2024, valued at approximately US$35.9-36 billion.
• Mars, known for brands like M&M’s, Snickers, and Whiskas, would, through this acquisition, gain ownership of Kellanova’s portfolio that includes Pringles, Pop-Tarts, and various breakfast cereals.

Why the EU is Concerned

The Commission’s concern is that the merger could:

1. Raise prices for consumers, especially given that both companies already have strong brands viewed by many consumers as “must-haves.” In categories like snacks, cereals, and other packaged foods, overlapping product portfolios may intensify pricing power.
2. Increase Mars’ negotiating leverage with retailers. If Mars can negotiate more favorable terms (on price, placement, supply), this might put retailers in a weaker position, which could lead indirectly to less competitive offerings or higher costs downstream.
3. Heightened concerns exist because food prices are already under pressure across Europe due to inflation. Any transaction that could further “drive up the cost of shopping baskets” is being scrutinized more carefully.

Procedural Developments

• The EU’s investigation entered an in-depth phase in June 2025.
• In late July, the EC paused—or “stopped the clock”—on the legal review timeframe because Mars and Kellanova had not yet provided all the requested data. When merger parties don’t meet information requests in time, such pauses are allowed under EU merger procedure rules.
• This pause meant the original decision deadline (previously set for October 31) was reset. Once the missing information was submitted, the EC restarted the clock.

Comparison: US vs EU Review

An important dimension of this merger is how different the regulatory regimes are between the U.S. and Europe:

  

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• In the U.S., the Federal Trade Commission (FTC) granted early termination of its review of the deal, effectively giving unconditional approval after nearly a year of analysis.
• The U.S. review concentrated more narrowly on direct competition effects between products and whether consumers would be harmed under U.S. law.
• By contrast, the EC is evaluating broader effects, including “portfolio effects” (how a combined portfolio of well-known brands might influence competitive dynamics even in segments where overlap is limited), bargaining power over retailers, and potential downstream effects, especially in the context of current cost and inflation pressures.

Mars’ Position & EU Investments

While the EU investigation proceeds, Mars is making public commitments to support its case and investments in Europe:

• Mars has announced that by the end of 2026, it will invest €1 billion across its European operations to modernize factories, enhance consumer-driven innovation, decarbonize its supply chain, and improve manufacturing efficiency.
• The company emphasizes that a large share of its EU sales are produced locally (85% of Mars products sold in the EU are produced in the EU) and it already operates 24 factories in ten different EU countries with around 25,000 employees.

These investment moves may not directly solve competition concerns, but they are relevant to Mars’ narrative about being a stable, long-term operator in Europe and being responsive to policy priorities around sustainability, economic resilience, and supply chain strength.

What Happens Next

• The EC must finalize its decision by December 19, 2025. That decision could take one of several forms: full approval, approval with remedies (such as divesting certain brands or operations, behavioral commitments, etc.), or outright rejection.
• If remedies are required, Mars will likely need to propose them in sufficient detail so the EC can evaluate whether they adequately address concerns around market power, pricing, and retailer leverage.
• Stakeholders, including retailers, consumer groups, and competitors, are likely to watch closely, especially given the high inflation environment and concerns around food affordability. The EU may take into account not just economic but also political and social considerations given the importance of food products in most consumers’ daily lives.

Significance & Broader Implications

• The Mars-Kellanova case is among the largest recent mergers in the food and packaged goods sector, especially in terms of scope (brands, geographies) and valuation. Its outcome could shape what kinds of acquisitions are viable in Europe going forward.
• It also signals that EU regulators remain vigilant about consolidation in consumer goods, especially when it could affect pricing, retailer bargaining, and the diversity of choice.
• For companies doing mergers and acquisitions in these sectors, Mars-Kellanova highlights the importance of early and thorough engagement with regulators, detailed data provision, and being prepared with possible mitigation strategies.

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