Last year, I reported about some real cases on the interface between Christmas and antitrust (you can find the blog here). Of course, I am neither the Mariah Carey Wham! of Christmas carols nor the Charles Dickens of Christmas stories, but nevertheless, this year I wanted to try my hand at a fictional Christmas screenplay combining the spirit of Christmas and antitrust. Here it is – feel free to read it to your children, relatives, the antitrust professional of your choice or – even better – a film producer friend.
Once upon a time
Imagine a charming little town, exactly like the ones in all these cheesy Christmas movies shown on streaming services. Only a few streets, filled with small and individual stores, people strolling along the shop windows displaying festive decorations while snowflakes gently fall from the sky, transforming the city into a winter wonderland. Local businesses are booming and there is no sign of the pre-Christmas stress from the “real world”. The town is called Uppervalley.
At the end of the main street, there is a small factory. It belongs to a company called Gold Star Trains, which is ultimately controlled owned by a very old and pleasant woman, Mrs. Spencer. Gold Star Trains produces the most imaginative, detailed and lovingly crafted trains, which are sold around the globe and made Mrs. Spencer a very rich woman. Gold Star Trains are by far the most popular toy trains with children (and maybe the nice little factory at the end of the street was sufficient because in case one reads the details, Gold Star Trains only designs its trains in Uppervalley).
But things were about to change…
Away from the festively lit streets of Uppervalley, in a large industrial town where no film producer ever strayed, are the headquarters of two of the world’s largest toy companies: Jubilant Toys and Funny Playthings, which produce a large range of toys. Both are also known for their high-end tracks for toy trains. Because the systems of Jubilant Toys and Funny Playthings are not compatible, most of the children own either one or the other rail system. However, this is not a problem as the trains are produced for both rail systems by manufacturers such as Gold Star Trains.
Unfortunately, Mrs. Spencer becomes very ill and passes away unexpectedly. The only heir is her grandson Willy, who does not like toys and wants to sell Gold Star Trains as quickly as possible. He sets up a bidding process, in which the preferred bidder, Jubilant Toys, prevails in the end (inter alia because no other company was willing to accept the hell or high-water clause stipulated in the SPA). On the signing day, Jubilant Toys announces that – after completion of the contemplated transaction – they would no longer offer Gold Star Trains for Funny Playthings tracks.
Just before Christmas, this is shocking news for all children who own Funny Playthings tracks. Among them is little Oliver from Uppervalley, who burst into tears as soon as he hears the news. He had asked his parents the Christkind for the new locomotive from Gold Star Trains for Christmas and had already made wild plans for long railroad adventures. The magic of Christmas begins to wane……
The shining Christmas angel
Fortunately, as it happens in life, the smart and successful lawyer Lotte decides to quit her job in big law (for reasons the reader does not need to understand) and returns to her hometown to take over her grandfather’s little law firm. As she looks out onto the street from the heavy oak desk, which used to be her grandfather’s, she sees little Oliver crying in the snow. She video-calls his parents and, with them one the phone, Oliver tells her the whole story.
Lotte, who had fought numerous Phase 2 mergers through the European Commission and other competition authorities in her old law firm, knows immediately what to do. She convinces the owner of Funny Playthings, who is conveniently a friend of her grandfather, to hire her as a lawyer. During a very stormy night, she gathers Oliver and his friends in her cosy little office, and they put together a complaint to the competent merger control authority, with the children delivering the factual input and Lotte using her lawyer’s skills.
They work all night and since her grandfather’s office is not yet connected to the modern IT submission system of the merger control authority, they print the complaint and travel through the snow in Lotte’s old car. After an adventurous journey, they manage to submit the complaint just in time.
All is well that ends well?
A few days pass while Lotte and her new friends wait for the authorities’ decision. Finally, after carefully reviewing the complaint, the merger control authority approves the merger only subject to the condition that Gold Star Trains are produced also for Funny Playthings’ tracks. As the news spread, Lotte and Oliver are in festive spirit. They have saved Christmas for all the children owning Funny Playthings trails.
Since Lotte knows no one in town but her grandfather, Oliver and his family invite her and her grandfather to Christmas dinner. After a joyful dinner, Oliver unpacks the latest Gold Star Train, puts it down on the railway system and smiles happily at Lotte. It is clear to him that he also wants to become a great antitrust lawyer one day.
One last panning shot
While everyone is peacefully celebrating Christmas, Jubilant Toys gathers numerous lawyers at its headquarters. They are to prepare an appeal against the merger control authority’s decision (and thus provide a cliffhanger for the story to continue….).
We will now pause the blog until next year. We wish all our readers happy holidays and all the best for 2024. We will be back with full steam!
Photo by John Matychuk on Unsplash
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