DECISION No. EC/D.33/07/26 OF THE COUNCIL OF THE ECOWAS REGIONAL COMPETITION AUTHORITY RELATING TO THE ACQUISITION OF THOROUGHTEC GROUP BY SANDVIK GROUP LIMITED

THE COUNCIL OF THE ECOWAS REGIONAL COMPETITION AUTHORITY,

MINDFUL of ECOWAS Revised Treaty of 24th July 1993;

MINDFUL of Supplementary Act A/SA.1/12/08 adopting Community Competition Rules and the modalities of their application within ECOWAS;

MINDFUL of Supplementary Act A/SA.2/12/08 on the establishment, functions and operation of the ECOWAS Regional Competition Authority;

MINDFUL of Supplementary Act A/SA.3/12/21 amending Supplementary Act A/SA.2/12/08 on the establishment, powers and functioning of the ECOWAS Regional Competition Authority;

MINDFUL of Regulation C/REG.21/12/21 on the powers and composition of the Council of the ECOWAS Regional Competition Authority;

MINDFUL of Regulation C/REG.23/12/21 on the rules of procedure for mergers and acquisitions in ECOWAS;

MINDFUL of Regulation C/REG.24/12/21 on the ERCA’s rules of procedure in competition

matters;

MINDFUL of Enabling Rule PC/REX.1/01/24 on the Procedural Manuals of the ECOWAS Regional Competition Authority relating to its Council, in its Article 12 (3.d);

MINDFUL of the notification submitted by Sandvik Group Limited and ThoroughTech Group dated 05th May 2026, registered under Case File No. ERCA/MA/Registry-02/2026;

HAVING HEARD the Secretary of the Council during its session of 10th July 2026 on the facts, procedures, and findings of the evaluation of the transaction;

 

I.  FACTS AND PROCEDURE

I.1 Notification

  1. The ECOWAS Regional Competition Authority (ERCA) was formally notified of a proposed merger involving the acquisition of sole control over ThoroughTech Group by Sandvik
  2. The notification indicates that the transaction constitutes a change of control within the meaning of ECOWAS merger control rules, as it results in Sandvik Group acquiring decisive influence over the strategic, operational, and commercial decisions of the target
  3. The filing was deemed complete, thereby enabling ERCA to initiate its substantive assessment of the competitive effects of the transaction within the relevant

I.2  Transaction

  1. The notified transaction consists of Sandvik Group’s acquisition of 100% ownership and exclusive control of ThoroughTec Group. As a result of the operation, ThoroughTec Group will cease to operate as an independent undertaking and will become a wholly owned subsidiary within the Sandvik corporate structure.
  2. The acquisition is strategically motivated and forms part of Sandvik Group’s broader industrial transformation strategy, which aims to integrate advanced digital technologies into its core mining equipment and industrial solutions portfolio. In particular, the transaction strengthens Sandvik’s capabilities in simulation-based training and digital operator development tools, which are increasingly relevant in modern mining operations.
  3. From a structural perspective, the transaction leads to full integration of the target, with no retention of independent control rights by existing

I.3  Parties

  1. Sandvik Group is a global industrial group active in mining equipment, industrial automation, cutting tools, and advanced digital The group operates across multiple jurisdictions and serves mining and industrial customers worldwide. Its business model increasingly emphasizes digitalization, with a focus on integrating software, automation, and data-driven solutions into traditional industrial operations.
  2. ThoroughTec Group is a specialized technology company engaged in the design and development of simulation platforms and virtual training systems. Its solutions replicate real mining and heavy equipment environments, enabling operators to undergo immersive training designed to improve safety, efficiency, and operational performance. The company operates in a niche segment of the broader industrial technology ecosystem and serves clients across multiple countries, particularly in mining-intensive economies such as Ghana, Cote d’Ivoire and Senegal.

 

II.  JURISDICTION OF ERCA

  1. The transaction falls within the jurisdiction of ECOWAS merger control rules, as it constitutes a merger with a regional dimension capable of affecting trade and competition within the ECOWAS common market.
  2. Both parties are active in sectors that are either directly or indirectly present across multiple ECOWAS Member States, including mining equipment supply chains, industrial automation systems, and digital training technologies. The cross-border nature of their activities, combined with the presence of mining operations in several Member States, establishes a sufficient regional nexus for ERCA
  3. Accordingly, the transaction is subject to prior notification and review under ECOWAS Community Competition Rules, which requires an assessment of its potential impact on competition within the common market.

III.  MARKET DEFINITION

  1. For the purposes of this assessment, the relevant market is defined as

the broader ecosystem of integrated mining and industrial solutions, which includes the supply of mining equipment, automation and digital optimization technologies, as well as complementary simulation and virtual training systems.

  1. Geographically, the relevant market is considered regional, given that both parties supply products and services across multiple Member States through cross-border commercial arrangements, multinational clients, and integrated industrial

IV. MARKET STRUCTURE

 

  1. The market has several structural features that are relevant to the competitive assessment:
    1. highly innovative and technology-driven, requiring continuous investment in research and development, particularly in areas such as automation, digitalization, and simulation technologies;
    2. in relation to mining equipment, the market is dominated by a limited number of large global industrial groups, including multinational manufacturers with strong financial capacity, established distribution networks, and long-standing customer relationships;
    3. the simulation and training segment is, relatively niche and fragmented with a limited number of specialized providers operating alongside broader industrial technology firms;
    4. there is a clear trend toward functional complementarity between equipment and digital solutions, as mining operators increasingly demand integrated offerings that combine physical machinery, automation software, and operator training tools within unified industrial ecosystems.

 

V. COMPETITIVE ASSESSMENT

V.1 Effects

  1. The analysis did not identify a horizontal overlap between the activities of the Sandvik Group and ThoroughTec Group operate in distinct but complementary segments of the mining and industrial technology value chain.
  2. Vertical effects are limited and non-exclusive, arising from potential integration between mining equipment and training solutions without dependency. However, these are unlikely to lead to or create any foreclosure
  3. In relation to Conglomerate effects, the transaction could generate efficiency-enhancing synergies through the integration of simulation and training technologies into Sandvik’s industrial offering, thereby improving innovation, safety, and operational performance.
  4. Importantly, the transaction does not create or strengthen a dominant position in any relevant market as the competitive structure of the market continues to be characterized by the presence of several strong international

V.2 Third-party views

  1. The analysis indicates a generally positive perception of the transaction by third
  2. Competitors raised no objections to the transaction and generally considered it consistent with the sector’s ongoing technological development. Most respondents expect the transaction to promote innovation and accelerate the digital transformation of mining technologies, while preserving existing levels of
  3. Customers, particularly industrial and mining operators, also expressed favourable expectations. They anticipate improvements in the integration of equipment and training systems, enhanced operational efficiency, and stronger safety outcomes. Concerns regarding potential anti-competitive effects or market foreclosure were limited and not considered significant considering the current market

VI. CONCLUSION

  1. Considering the above analysis, the transaction involving the acquisition of sole control of ThoroughTec Group by Sandvik Group is found to be compatible with ECOWAS competition
  2. The assessment confirms an absence of horizontal overlaps and limited vertical effects. It is also expected that the transaction would give raise to predominantly pro-competitive conglomerate synergies.
  3. The transaction is therefore not expected to significantly lessen competition in the ECOWAS common market.

 

DECIDES

Article 1 – Authorisation

The acquisition of ThoroughTec Group by Sandvik Group is approved unconditionally.

Article 2 – Monitoring

As part of its general market oversight mandate, the Executive Directorate of ERCA shall monitor the post-transaction activities to ensure that the post-merger entity’s business strategy remains consistent with the principles of free competition in the ECOWAS region.

Article 3: Entry into force

This Decision shall enter into force on the date of its signature. It shall be notified to the parties and published in the ECOWAS Official Journal.

Done at Accra, the 10th day of July 2026

FOR THE ERCA COUNCIL

 

Dr. Juliette TWUMASI-ANOKYE

THE CHAIRPERSON