On 2 June 2025, the European Commission fined Delivery Hero and Glovo a total of EUR 329 million for participation in a cartel in the online food delivery sector. Notably, this marks not only the first time the Commission has found a cartel in the labour market (specifically in relation to a no-poach agreement), but also its first sanction in relation to the anticompetitive use of a minority share in a competing business. The decision follows a standalone investigation prompted by information received from a national competition authority and via the anonymous whistleblower tool. Following the opening of formal proceedings in July 2024, the decision is the 44th settlement since the introduction of the cartel settlement procedure in June 2008.
Horizontal cross-ownership and antitrust risk
Delivery Hero acquired a minority stake in Glovo in July 2018, progressively increasing that shareholding through subsequent investments, eventually obtaining sole control in July 2022 (the end date of the infringement). The Commission found that through this minority shareholding the parties progressively removed competitive constraints between them, in particular via:
(i) No poach agreement (presented first in the EC’s press release ahead of more traditional anticompetitive practices) – initially in the form of limited reciprocal no-hire clauses for certain employees in the shareholders’ agreement at the time of acquisition of the minority shareholding; and subsequently expanded to a general agreement not to actively approach each other’s staff;
(ii) Information exchange – commercial strategy, price, capacity, costs and product characteristics;
(iii) Allocation of geographic markets – division of national markets for online food delivery in the EEA, removal of all existing geographic overlaps, avoiding entry into each other’s respective national markets, and coordinating new market entry.
The EC has said in the past that both no poach and wage fixing will in most cases constitute by object restrictions and are unlikely to meet the requirements to qualify as ancillary restraints.
The decision serves as a reminder that even where the structure of a deal is such that it is not subject to EC merger control review, a minority non-controlling shareholding does not bring the companies within the same relevant economic unit and therefore the parties cannot escape scrutiny under the prohibition on anti-competitive agreements (Article 101 TFEU and national provisions). Indeed, investment in horizontal competitors may reduce incentives to compete, facilitate opportunities to influence decision-making, and provide (earlier) access to information not otherwise available to the ordinary shareholder. Similar risks can arise in the case of vertical minority shareholdings, for instance, potential input foreclosure where the minority investor will not bear the full loss suffered by the supplier in restricting its sales, but will instead stand to gain from weakened competition among its own competitors.
Updating compliance policies and training programmes
The decision constitutes the first EC precedent case concerning a self-standing labour markets agreement and will help inform compliance policies in this regard alongside other valuable precedents. For instance, in March 2025, the UK’s CMA issued its first ever labour markets decision relating to freelance workers in the production, creation and broadcasting of sports content, with four broadcasters receiving fines totalling £4m. That decision confirms the CMA’s position on wage fixing as a by object restriction and was supported by contemporaneous evidence, including emails, Whatsapps and calls between all the implicated broadcasters discussing freelancer pay rates.
