On 2 June 2025, the European Commission (“Commission”) fined the food delivery companies Delivery Hero and Glovo EUR 329 million for engaging into cartel conduct through agreeing not to poach each other’s employees, exchanging competitively sensitive information, and allocating geographic markets.

The decision signals increased antitrust scrutiny of labour-related arrangements between rivals  and underscores the need for companies to implement safeguards when holding non-controlling minority interests in competing businesses. For the time being, the Commission has only issued a press release and a statement; it will release a public version of its decision in the coming months.

Key takeaways

• A first in two respects. This marks the Commission’s first cartel decision targeting labour-related practices (specifically in relation to a no-poach agreement), and the first time it has enforced concerns about holding a minority stake in a competitor.
• Tighter enforcement in labour markets. The decision confirms the Commission’s known hard stance towards no-poach agreements between competitors, in line with the increased antitrust scrutiny of these and comparable arrangements in the EU Member States and elsewhere.
• Minority shareholdings as a vector for collusion. The Commission’s decision underlines the collusive risk that may arise from owning a minority stake in rival companies. Minority shareholdings in a competitor may grant access to competitively sensitive information, enabling alignment of commercial strategies between the parties. As such, minority shareholders must ensure their rights are used only to protect the value of their investment and should implement safeguards to prevent access to competitively sensitive information.  

Background

Delivery Hero and Glovo are two large food delivery companies active in Europe. In July 2018, Delivery Hero acquired a non-controlling minority stake in Glovo and, during the following years, progressively increased its stake through subsequent share acquisitions until it acquired sole control of Glovo in July 2022.

The Commission’s investigation was triggered by information received from a national competition authority (likely the Spanish competition authority which reviewed Delivery Hero’s acquisition of Glovo in 2022) and an anonymous whistleblower.

The conduct

The Commission found that, from July 2018 until July 2022, Delivery Hero and Glovo engaged in the following multi-layered conduct:

1. No-poach agreements. The parties’ original shareholders agreement contained reciprocal no-hire clauses for certain employees. Some months later, the parties reached an agreement not to actively approach each other’s employees, which covered all employees except food delivery couriers.
2. Exchange of competitively sensitive information through minority shareholding. The Commission found that Delivery’s Hero stake in Glovo allowed Delivery Hero to access information relative to prices, future commercial strategies, and product characteristics through strategy papers and meetings, which enabled the companies to align their respective commercial strategies.
3. Geographic market allocation facilitated by minority shareholding. The Commission also found that Delivery Hero used its shareholder role to convince Glovo to share markets within the EU in two ways: (i) directly, by using or threatening to use its approval rights over specific decisions, and (ii) indirectly, by influencing other shareholders in Glovo. The Commission determined that the two companies removed their geographic overlaps in the EU by selling to each other their businesses, agreed which new markets each would enter and avoided entering markets where the other one was already present.

Both companies admitted their involvement in the cartel and settled the case, benefiting from a 10% fine reduction.    

Takeaways & implications

Increased scrutiny into labour market agreements

The decision marks the Commission’s first action to enforce a position it has set out in various policy documents and guidance. In particular, in its current Horizontal Guidelines (2023), it expressly identifies wage-fixing agreements as a form of buyer cartel. Its Policy Brief on Antitrust in Labour Markets (2024) elaborates on this view and characterises no-poach and wage-fixing agreements as serious restrictions of competition (i.e., restrictions ‘by object’). This stance feeds into a broader consideration that dynamic labour markets fuel efficient allocation of workforce, productivity and innovation – a theme that also features in the Commission’s ongoing revamp of its Merger Control Guidelines.

While the Commission has taken its first enforcement action in this area just now, national competition authorities in Europe have been active in this space for some time, with the majority having already taken concrete enforcement actions across different sectors. For instance, in 2020 and 2024, the Hungarian and Belgian authorities targeted wage-fixing and no-poaching agreements in the HR consultancy and private security sectors with cartel fining decisions. In March 2025, the UK Competition and Markets Authority imposed fines on a group of companies operating in the broadcasting and media industries for sharing commercially sensitive information regarding the remuneration of workers and for coordinating pay rates. Only a few days ago, the French Autorité de la concurrence fined several engineering consultancy firms for collusion by way of no-poach agreements, which it viewed as anticompetitive ‘by object’. These enforcement actions indicate an increasing and converging perception among European enforcers that labour-related arrangements between competitors can be problematic. This is also reflected in policy documents of national competition authorities such as the ‘Joint Nordic Report’ on ‘Competition and Labour Markets’ issued by the Danish, Finnish, Norwegian and Swedish authorities in 2024.

In the sports industry, labour-related agreements have been subject to both antitrust enforcement and judicial review. In 2021 and 2022, the Portuguese, Lithuanian and Polish authorities fined several basketball and soccer clubs for wage-fixing and no-poaching agreements. In the FIFA case (Case C‑650/22), the EU Court of Justice of Justice (“CJEU”) in 2024 took the view that concertation between clubs to restrict the recruitment of soccer players could in principle amount to a restriction of competition ‘by object’. Most recently, on 15 May 2025, Advocate General (“AG”) to the CJEU, Nicholas Emiliou, issued three Opinions in sports-related competition cases. One of these cases, Tondela (Case C-133/24), concerned a no-poach agreement concluded during the COVID‑19 pandemic by the football clubs playing in first and second divisions of the Portuguese Football League (see above Portuguese decision). While acknowledging that no-poach agreements are generally regarded as ‘by object’ restrictions, the AG elaborated on the FIFA ruling and concluded that the agreement at issue could fall outside the ‘by object’ category due the special circumstances of the Covid-19 pandemic, its limited scope and duration, and the unique features of the soccer industry.

Increased scrutiny of minority investments into competitors

The Delivery Hero/Glovo case also underscores the importance of ensuring that cross-shareholdings do not spill over into anti-competitive behaviour.

As the Commission acknowledges in its press release, “owning a stake in a competitor is not in itself illegal”. A minority shareholder in a competitor can legitimately access necessary information to evaluate and protect its investment, as long as safeguards, like firewalls and NDAs, prevent the exchange of competitively sensitive information between the businesses (which, despite the shareholding link, remain independent competitors in the eyes of antitrust laws). Issues may emerge when these protections are absent or fail, allowing such information to flow freely.

The Commission has already addressed similar concerns in the merger control context. In line with its Horizontal Merger Guidelines (2004), it has examined collusion risks stemming from structural links between competitors in a number of precedents, including for instance:

• Orange’s acquisition of Telekom Romania Communications (“TRK”) in 2021 (Case M.10153) where the Commission took issue (amongst others) with TRK’s non-controlling minority stake of 30% in Orange’s direct competitor, Telekom Romania Mobile Communications (“TRMC”). The Commission found that Orange could potentially access TRMC’s competitively sensitive information and noted that this situation could discourage investments in the restructuring of TRMC post-transaction. Also for that reason, the Commission imposed the divestment of TRK’s stake in TRMC as a condition to clear the deal.
• Vivendi’s acquisition of Telecom Italia (“TIM”) in 2017 (Case M.8465) where the Commission was concerned that Vivendi’s 29% non-controlling minority shareholding in rival Mediaset could “incentivise information exchange and price coordination” (para. 72). The Commission found that, post-transaction, Vivendi would have an incentive to raise prices in the market for wholesale access to digital terrestrial television networks, where Vivendi – through its solely-controlled JV, ‘Persidera’ – and Mediaset each held significant shares. The Commission imposed the divestment of Vivendi’s stake in Persidera as a condition to clear the deal.  

These considerations may inform the Commission’s review of Prosus’ recently announced acquisition of Just Eat Takeway.com (“Just Eat”), as Prosus holds a 28% shareholding in and a seat on the board of Just Eat’s competitor, Delivery Hero.

In conclusion, companies holding or considering taking a minority stake in a rival should ensure that their access to the target’s information (and vice versa) remains within the boundaries of what antitrust laws allow.

Special thanks to Clément Huat for contributing to this article.