EU Commission fines Kingspan €40 million for providing misleading information

On 8 October 2026 the Commission announced that it has fined Kingspan €40 million for having provided incorrect or misleading information during its investigation of Kingspan’s proposed acquisition of Trimo under the EU Merger Regulation (EUMR).

The Commission identified four distinct infringements where incorrect or misleading information was provided, either intentionally or negligently, in the merger notification or in responses to requests for information. These are the main sources of information for the Commission’s review under the EUMR and the accuracy and completeness of the information provided are therefore essential to allow the Commission to carry out an effective assessment of the transaction at stake.

The Commission’s decision also highlights that the parties to a transaction can face substantial penalties for procedural breaches under Article 14(1) EUMR, regardless of the outcome of the Commission’s substantive assessment of the merger. In this case the parties abandoned the transaction before the Commission issued its final decision on substance, yet the investigation into the procedural breaches was launched after abandonment of the deal.

Merging parties therefore need to make sure that all information they submit in the context of a merger investigation, either in the notification form or in responses to information requests, is to the best of their knowledge complete and accurate. 

Internal processes for compiling notifications and responses to the Commission’s information requests should include verification steps and sign-off from individuals with direct knowledge of the relevant facts, as negligence is sufficient to trigger liability. In addition to fines of up to 1% of global annual turnover of the companies involved, where a clearance decision is based on incorrect information supplied by the merging parties, the Commission also has the power to revoke its decision, under Article 6(3) EUMR.

Background

In March 2021 Kingspan notified its proposed acquisition of Trimo to the Commission under the EUMR. Both companies are active in the production and distribution of mineral fibre sandwich panels, used in the construction industry. 

In April 2021 the Commission launched an in-depth Phase II investigation, based on concerns that the merger could lead to higher prices, reduced quality or less choice in certain building materials markets. In April 2022 the parties abandoned the transaction before the Commission issued its final decision on the substance.

Procedural investigation

In November 2022 the Commission opened an investigation into whether Kingspan had intentionally or negligently supplied incorrect and/or misleading information. The Commission’s final decision finds four distinct infringements involving misleading and/or incorrect information supplied in the merger notification or in responses to requests for information:

• Misleading information on how Kingspan tracks penetration rates for mineral fibre sandwich panels (a metric showing relative product usage)
• Incorrect and/or misleading information on the availability of bidding data, typically used to assess competitive dynamics
• Incorrect information about the involvement of Kingspan’s board members in the Trimo acquisition, in other envisaged acquisitions and industry trends and business strategy
• Incorrect and/or misleading information regarding Kingspan’s R&D activities for mineral fibre sandwich panels, which the Commission noted is information that only the company itself could provide and is necessary to understand the company’s market position

The Commission characterised each of these infringements as serious as they obstructed the merger investigation and made it difficult for the Commission to properly review the transaction. Kingspan had also claimed that some of the key documents did not exist and that it was unable to provide certain information that only it was in a position to supply.

The Commission imposed a fine of €10 million for each of the four infringements, totalling a fine of €40 million.

Comment

The Commission has previously imposed fines on merger parties for having provided incorrect or misleading information. Facebook was fined €110 million in the context of its acquisition of WhatsApp, General Electric was fined €52 million in relation to its acquisition of LM Wind and Sigma-Aldrich was fined €7.5 million in connection with Merck’s acquisition of Sigma-Aldrich. An investigation into the potential provision of incorrect or misleading information as part of the Commission's review of KKR’s acquisition of NetCo remains ongoing.

Compliance with procedural merger control provisions is also very much on the radar in other jurisdictions, with competition authorities worldwide pursuing merging parties for failing to file and gun-jumping conduct. 

In the UK the maximum level of fines the CMA can impose for failure to comply with an information request or providing false or misleading information has recently increased from the statutory maximum of £30,000 to a new maximum of up to 1% of global annual turnover of the companies concerned, bringing it in line with the Commission’s level of fines.