European Commission raises “serious concerns” about UPM Sappi Joint Venture

The European Commission has issued a ‘Letter of Facts’ raising competition concerns over UPM and Sappi’s proposed graphic paper Joint Venture, as the companies move to finalise the deal

Jonathan Pert
October 6, 2026
The Joint Venture would see UPM and Sappi’s graphic paper businesses combine with a 50/50 agreement

UPM and Sappi have received a Letter of Facts from the European Commission raising serious concerns about the proposed graphic paper Joint Venture that the companies are in the midst of finalising.

The response from the European Commission means that the graphic paper merger between UPM and Sappi faces the risk of being blocked by European regulators, with the Commission remaining particularly concerned about reduced competition and price hikes.

The Joint Venture, which was launched in response to demand and cost issues within the paper market, would see UPM Communication Papers and Sappi’s graphic paper business combine with a 50/50 agreement. The Joint Venture would operate as an independent company, managing its own operations, resources, and decisions within agreed shareholder boundaries.

UPM and Sappi announced the planned Joint Venture in 2025 and signed the definitive agreement on the transaction in May 2026. The transaction requires merger control approvals, though most jurisdictions including China, South Africa, and the US have already approved the transaction.

The paper manufacturers have already conditionally selected nominees for senior leadership roles within their planned graphic paper Joint Venture.

After receiving the Letter of Facts, UPM has released a statement saying that it “disagrees with the Commission's preliminary assessment and will continue to engage with the review process.”

In the statement, UPM highlights its belief that the proposed Joint Venture would “support the long-term competitiveness, sustainability, and resilience of the European graphic paper industry.”

The proposed Joint Venture is being reviewed while the European Commission updates its competition rules to fit a changing global economy, aiming to protect fair competition while also supporting business resilience, innovation, and investment.

UPM highlights that due to digitalisation, the demand for graphic paper in Europe has reportedly more than halved over the past two decades and is projected to decline further in the coming years.

According to the company, the proposed Joint Venture represents a “rational response to these market realities” which would enable “a more orderly adjustment of industry capacity.”

UPM believes that without the Joint Venture, the outlook for the European graphic paper industry is likely to become more challenging, with European producers under increasing pressure and customers more dependent on imports.

In its statement, UPM concludes: “Continued market decline and overcapacity would make it increasingly difficult to maintain a competitive and reliable European supply base.”

The European Commission’s final decision is expected by around the New Year, with UPM and Sappi currently in the process of formally analysing and responding to the Letter of Facts.

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