Competition authority authorizes Casaracra to acquire 55% of Cemix Ecuador

The Superintendency of Economic Competition authorized CASARACRA S.A. to acquire 55.0000002% of the shares of CEMIX ECUADOR S.A.S. and assume its exclusive control, without the imposition of conditions. The decision is contained in Resolution No. SCE-CRPI-23-2026, adopted on September 10, 2026, by the First Instance Resolution Commission (CRPI) and published in the Second Supplement of the Official Registry No. 394 on October 21, 2026.

The operation falls under the economic concentration control regime of the Organic Law for the Regulation and Control of Market Power (LORCPM), whose article 14, literal c), qualifies the change or acquisition of control of an economic operator through the acquisition of shares as a concentration. File SCE-CRPI-23-2026 was opened on September 3, 2026, after receiving report SCE-IGT-INCCE-2026-22 from the National Intendancy for the Control of Economic Concentrations (INCCE), which recommended authorizing the transaction.

The share purchase agreement between CASARACRA and BREITHORN LLC, the holder of the acquired stake, was signed on December 17, 2025, and included the authorization of the SCE as a prior condition. The operation exceeds the mandatory notification threshold: the aggregate turnover in Ecuador exceeds 200,000 Unified Basic Remunerations, equivalent to USD 96,400,000 for 2026.

A purchase within the Gloria Group

CASARACRA is a company incorporated in Peru dedicated to investment management and financial intermediation, a member of the Gloria Group. In Ecuador, the group already controls Unión Cementera Nacional UCEM S.A. (UCEM), of which CASARACRA owns 96.58% of the shares, and indirectly controls Distribuidora Delcajas S.A. (DICASA), in which UCEM holds 69.998%.

CEMIX, incorporated in Ecuador, produces and sells adhesive mortars, joint fillers, coatings, and products for surface repair and block bonding. Its shareholding structure prior to the operation was:

• BREITHORN LLC (United States): 55.0000002%.
• TERRACOTA-HOLDING S.A.S. (Ecuador): 44.9999998%.

The CRPI verified that BREITHORN exercised exclusive control by appointing three of the five members of the Board of Directors, whose decisions are adopted with three votes; therefore, the replacement of the controller constitutes an economic concentration.

Phase 2 and relevant markets

The investigation continued in phase two at the request of the INCCE, which exhausted 54 days of that stage before submitting the report to the CRPI. The analysis defined four relevant markets:

• National production and distribution of cement.
• National production and distribution of pre-mixed dry mortars (single-component).
• National distribution of construction materials.
• Local commercialization of construction materials (5 and 10 km).

The operation is vertical in nature: UCEM operates upstream in cement, an input for CEMIX mortars, and DICASA participates downstream in the distribution and commercialization of construction materials. DICASA ceased its commercial operations on March 31, 2026.

No risks of input or customer foreclosure

The CRPI concluded that there is neither sufficient capacity nor incentives for input or customer foreclosure strategies. In the cement market, UCEM holds a share of between 20% and 30%, but the operation does not increase the HHI index because there is no horizontal overlap between the parties. In mortars, CEMIX is in the 0% to 10% range, compared to INTACO’s 70% to 80%, in a market with an HHI of 6,200 points.

The resolution also ruled out customer foreclosure: DICASA has a share of 0% to 10% nationally and less than 20% in local areas of 5 and 10 kilometers, in addition to having ceased commercial operations. The Commission emphasized that the authorization is not based on offsetting efficiencies, but on the absence of significant restrictive effects.

Confidentiality and scope of the authorization

The resolution was published in a non-confidential version and declares part of the case file information as reserved, including corporate data of CEMIX, market shares, and concentration indices. The text warns that the authorization is limited to the concentration control regime and does not replace authorizations, approvals, or permits required under sectoral regulations.

The act was signed by president Marcelo Ortega Rodríguez and by commissioners Marco Landázuri Álvarez, Ingreed Cajas Torres, Miguel Cumbicus Jiménez, and Ángel Gonzalo Nuñez López. The CRPI ordered the notification of CASARACRA and the submission of the public version to the Official Registry and the institutional website.

The decision consolidates the vertical integration of Grupo Gloria in the Ecuadorian construction materials chain, by bringing cement production, mortar manufacturing, and distribution channels under a single group. For the market, the precedent confirms that the Ecuadorian authority examines vertical concentrations in detail, but accepts operations that do not alter shares or generate real incentives for exclusion.

Source: Official Registry, Second Supplement No. 394, October 21, 2026, Transparency and Social Control Function, p. 5 (official reference: Resolution No. SCE-CRPI-23-2026).