Jean-Mathieu Cot

Cot Law (Paris)
Founding Lawyer

Jean-Mathieu’s practice focuses on the antitrust aspects of large M&A transactions and has worked on a number of matters for Rhodia, Virbac, Lacoste and Areva, among many other clients. As antitrust/competition counsel, he works regularly with French and EU authorities on antitrust and competition issues and regularly litigates before the French Competition Council and the Paris Court of Appeals. Mr. Cot is one of three non-governmental advisers to the French antitrust agencies as members of the International Competition Network – the international body devoted exclusively to competition law enforcement – whose members comprise national and multinational competition authorities.

Linked authors

GLS France (Toulouse)
Latham & Watkins (Paris)
Concurrences (London)
University Paris II Panthéon‑Assas
ESSEC Business School (Cergy)
Mayer Brown (Paris)
Baker Botts (Brussels)

Articles

165172 Review

Jean-Mathieu Cot Structuring companies: The French Senate adopts a bill, now pending before the French National Assembly, aiming at enabling a systematic control of mergers raising competition issues when involving structuring companies in the digital industry

96

The story’s accelerating. After a long period of stability, the very approach to concentration control is being overturned by the challenges of the digital age. We presented our reservations about the prospects for "ex-post" merger control in the last issue of this review ("Contrôle des (...)

Jean-Mathieu Cot Prohibition: The European Competition prohibits a merger between the two main European players in the railway signalling systems and very high-speed train industries (Siemens / Alstom)

193

So much has been said, so much has been written about the ban on the planned merger between Alstom and Siemens. Do we need to go over it again? This is not to resume the fervent and exciting discussions generated by this case on the relationship between competition law and industrial policy (...)

Jean-Mathieu Cot Vertical merger: The French Competition Authority clears the acquisition of the leader of the music streaming market in France by one of the global major record companies (Deezer / The Access Industries)

164

Use your imagination. You are young, you don’t buy your music, but you listen to it "streaming" on Deezer. You thought you were dancing the jerk on the Arctic Monkees, and now you’re offered Serge Lama or Gilbert Becaud, well-known Warner artists. The situation would be no less upsetting for a (...)

Jean-Mathieu Cot Phase II : The European Commission approves a merger subject to the divestment assets to an up-front buyer offsetting the market concentration that would have arisen (Ball / Rexam)

420

The project was ambitious, since the world’s number one can maker, and Europe’s number two, wanted to take control of the European number one, itself the world’s number two. Add to this the fact that the parties’ combined market shares were very substantial, that they were increasing significantly (...)

Jean-Mathieu Cot Law on growth : The French Parliament adopts the Macron Law which modifies the Title III of the Book IV of the Commercial Code related to mergers and adjusts the limits in the French DOM-COM and certain procedural aspects

191

Viewed through the prism of merger control, the Law of 6 August 2015 for growth, activity and equal economic opportunities, or "Loi Macron", focuses on certain aspects of the notification and merger control procedure and clarifies a point concerning thresholds in the overseas departments and (...)

Jean-Mathieu Cot Conditional clearance : The French Competition Authority clears, subject to conditions, the acquisition of a sole control by a parent company which previously controlled jointly a joint venture active in the gas industry (Rubis)

143

This is a remarkable case in more ways than one. Firstly, it is remarkable because, while the change from joint to sole control is clearly a merger control issue, this type of transaction does not normally raise competition concerns (for a rare example of a detailed examination of a change from (...)

Alice Blanchet, Jean-Mathieu Cot Priority ruling on constitutionality : The French Supreme Administrative Court dismisses a priority preliminary ruling on constitutionality raised in the appeal against the French Competition Authority’s decision fining an undertaking for having omitted to file a merger before its implementation (Copagef)

144

The acquisition by the Castel group of six subsidiaries of the Patriarche group had especially marked the briefs because it was the first decision in which the Competition Authority had used the UPP test (V. la déc. 12-DCC-92, v. égal. D. Tayar and M. de l’Estang "The Competition Authority (...)

Alice Blanchet, Jean-Mathieu Cot Conditional clearance: The European Commission approves a merger, subject to conditions, while non-coordinated effects are not well defined (Kuraray / GLSV Business)

182

Faced with a reduction from four to three competitors or, worse, from three to two competitors, a competition authority must be vigilant. These market developments, more often referred to in English as "four to three" or "three to two" - more rarely referred to in French as "quatre-à-trois" or (...)

Alice Blanchet, Jean-Mathieu Cot Report: The French Competition Authority suggests to simplify merger control and to prevent the national competition authorities from adopting contradictory decisions

158

"For simpler, more coherent and strategic merger control in Europe". How can one not subscribe to such a programme? The report of the French Competition Authority of 16 December 2013 to the Minister for the Economy and Finance of which this is the title is already better known under the name of (...)

Alice Blanchet, Jean-Mathieu Cot Television: The French Supreme Administrative Court annuls the decision 12-DCC-01 by which the French Competition Authority approved the acquisition of two free TV channels by a group active in the pay TV sector, subject to conditions (M6, TF1)

156

When the French Competition Authority authorized, on July 23, 2012, Canal Plus to acquire from the Bolloré group exclusive control of the Direct 8 and Direct Star channels, this decision was partially overshadowed by another decision issued the same day by the Authority, which again authorized (...)

Alice Blanchet, Jean-Mathieu Cot Clerance: The French Competition Authority clears, after an in-depth review and subject to conditions, the acquisition of a sole control by a parent company which previously controlled jointly a joint venture active in the food retail market (Monoprix ; Casino Guichard-Perrachon)

234

Food distribution is still by far the sector of activity that gives rise to the greatest number of concentration operations in France. It accounted for 34% of decisions in 2012. Most often, these are cases that have a happy ending. Commitments are rare. Phases 2 are exceptional. Casino’s (...)

Alice Blanchet, Jean-Mathieu Cot Merger control: The European Commission rejects a referral request made by the Portuguese, Spanish and French NCA pursuant to Article 22(3) of the Merger Control Regulation (London Stock Exchange)

154

Eur. com. dec. art. 22, § 3 R. 139/2004 of 4 July 2012, London Stock Exchange / LCH Clearnet, aff. COMP/M.6502 This is a concentration that did not have a Community dimension within the meaning of Regulation 139/2004. However, the acquisition of LCH Clearnet by the London Stock Exchange (...)

Alice Blanchet, Jean-Mathieu Cot Reject of appeal: The Council of State upholds largely the decision 11-D-12 and totally the decision 12-DCC-100 of the French Competition Authority (Canal Plus)

174

EC, Dec. 21, 2012, Canal Plus, No. 353856 EC, Dec. 21, 2012, Canal Plus, No. 362347 One of the qualities generally recognized at Canal Plus is its talent for producing successful series with large audiences. The interest generated by the story of its acquisition of TPS was certainly neither (...)

Alice Blanchet, Jean-Mathieu Cot Change from joint to sole control: The French Competition Authority clears, subject to conditions, the acquisition of an exclusive control by a parent company which previously controlled jointly a joint venture active in the transportation sector (Keolis - SNCF)

399

Aut. conc. dec. no. 12-DCC-129 of 5 September 2012 relating to the acquisition of exclusive control of the Keolis group by SNCF Participations. While the change from joint to sole control undoubtedly constitutes a change in the quality of control exercised by the shareholders and thus a (...)

Alice Blanchet, Jean-Mathieu Cot Breach of the commitments: The French Competition Authority fines a group because of a breach of the commitments this latter submitted to the French Competition Authority in order to obtain the clearance of its acquisition of Socopa (Socopa Viandes, Groupe Bigar)

314

Aut. Concord, decree n° 12-D-15 of 9 July 2012 relating to compliance with the commitments contained in the decision authorising the acquisition of Socopa Viandes by Groupe Bigard. After Canal+’s conviction in 2011 for failure to comply with the commitments that had conditioned the authorization (...)

Alice Blanchet, Jean-Mathieu Cot Market definition – Horizontal effects: The French Competition Authority cleared in phase II an acquisition in the alcoholic beverage sector subject to conditions (Quartier Français Spiritueux, Compagnie Financière Européenne de Prise de Participation)

285

Aut. conc. dec. no. 11-DCC-187 of December 13, 2011 relating to the acquisition of exclusive control of Quartier Français Spiritueux by Compagnie Financière Européenne de Prise de Participation Rum in non-negligible quantities, a few other alcohols and spirits, in varying proportions, barriers to (...)

Alice Blanchet, Jean-Mathieu Cot Revocation of clearance: The French Competition Authority revokes, for the first time, the clearance of a concentration because of a breach of commitment (CanalSatellite/TPS)

798

Aut. conc. dec. no. 11-D-12 of September 20, 2011 relating to compliance with the commitments contained in the decision authorizing the acquisition of TPS and CanalSatellite by Vivendi Universal and Canal Plus Group That first time, Canal Plus would have been fine! On September 21, 2011, the (...)

Alice Blanchet, Jean-Mathieu Cot Referral to the Commission: The European Commission dismisses the request of the Cypriot Competition Authority pursuant to Art. 22.1 EC Merger Reg. (Coca-Cola/Lanitis Bros)

674

Eur. comm. 24 February 2006, Coca Cola Hellenic Bottling Company/Lanitis Bros. case COMP/M.4124, published 31 March 2011 It took particular patience to read the decision in Case M. 4124 - Coca Cola Hellenic Bottling Company/Lanitis Bros, where the Commission rejected the request for referral (...)

Jean-Mathieu Cot, Mathilde Saltiel Referral to a National Competition Authority: The European Commission opposes the Italian NCA’s request to assess a concentration in the banking sector (Crédit Agricole/Casa di Risparmio della Spezia/Agences Intesa Sanpaolo)

857

Eur. comm. 10 November 2010, Crédit Agricole/Casa di Risparmio della Spezia/Agences Intesa Sanpaolo, case COMP/M.5960 On 20 September 2010, Crédit Agricole notified the European Commission of the acquisition of an Italian retail bank, Cassa di Risparmio della Spezia S.p.A., and of around 100 (...)

Alice Blanchet, Jean-Mathieu Cot Concept of concentration - EU Commission’s jurisdiction: The General Court rules that the Commission has no jurisdiction to order the divestment of all the shares acquired by a public bid which has been interrupted before being implemented (Aer Lingus)

1591

Trib. EU, 6 July 2010, Aer Lingus Group v. Commission, Case T-411/07 There’s passion, there’s passion in this Irish story. Three days after the Irish Stock Exchange floated the Irish national airline Aer Lingus on the Dublin Stock Exchange, its major low-cost competitor Ryanair launched a (...)

Alice Blanchet, Jean-Mathieu Cot Acquisition by competitor: The European Commission considers that an acquisition by an undertaking of its closest competitor raises competition concerns but clears the transaction subject to commitments (Kraft Foods/Cadbury)

1832

Eur. comm., 6 January 2010, Kraft Foods/Cadbury, Case COMP/M.5644 There are some products for which market tests can be more testing than others. In order to properly assess the competitive effects of the takeover of Cadbury by Kraft Foods, the European Commission has examined with the utmost (...)

Alice Blanchet, Jean-Mathieu Cot Merger review - Breach of EC law - Compensation: The ECJ rules that a grave and manifest failure by the European Commission when reviewing a merger may constitutes a sufficiently serious breach of Community law to confer a right to compensation of the loss (Schneider Electric)

2353

ECJ, 19 July 2009, Commission v Schneider Electric SA, Case C-440/07 P The Schneider/Legrand merger will have given the European Commission a lot of trouble. This time it’s over: the Court has whistled the end of the game. But there were so many twists and turns before it came to this! All in (...)

Jean-Mathieu Cot Judicial review of remedies: The CFI rules that commitments granting access to third parties to a traffic telematic system, which was awarded to a joint venture through a public tender, may be acceptable, even if the on board units provided to the market by the joint venture are supplied free of charge to the market (Qualcomm)

1936

CFI, 19 June 2009, Qualcomm v Commission, Case T-48/04 On my left is Daimler Chrysler, better known as Mercedes-Benz in the world of heavy goods vehicles in Germany, where it accounts for half of all registrations, and is, moreover, the main player in traffic telematics; on my right is (...)

Alice Blanchet, Jean-Mathieu Cot Maverick: The European Commission clears the acquisition of network of fuel stations in Scandinavia by a large integrated oil and gas company subject to the divestment of a large number of fuel stations, because of the risk of the disappearance of the most efficient low-cost operator (StatoilHydro/ConocoPhillips)

3051

EC Commission, 21 October 2008, StatoilHydro / ConocoPhillips, Case COMP/M.4919 In March 2007 the Commission had cleared the merger between Statoil and Norsk Hydro in the first phase and without conditions (Case COMP/M.4545), thus giving an easy blessing to this marriage between two oil and (...)

Jean-Mathieu Cot Full function JV: The European Commission holds that a concentration resulting from the change of the organization of a joint venture, making a non-full-function joint venture a full function joint venture, is subject to Regulation (EC) 139/2004 (American Express/Fortis/Alpha Card)

3894

EC. Comm, 3 October 2008, American Express / Fortis / Alpha Card, case. COMP/M.5241 For those who have rubbed shoulders with it, the distinction between full-function and non-full-function joint ventures is not always straightforward. Yet the issue is important: the former fall under Community (...)

Jean-Mathieu Cot EC non-contractual liability: The CFI holds that non-contractual liability of the European Commission can only arise in case of a manifest and grave disregard by the institutions of the limits in their discretion (MyTravel)

3508

CFI, 9 September 2008, MyTravel v Commission, Case T-212/03 Some companies contribute more than others to the advancement of the law. Airtours’ reputation among competition lawyers is linked even more to the Tribunal’s criteria for defining a collective dominant position than to its qualities as (...)

Jean-Mathieu Cot USA: Criminal and competition laws : The US case

10145

1. I would like to begin by telling you about Mr. K. Wolfgang K., a German citizen, who visited San Francisco, California, in May 2005. This trip was not a business trip, since at that time Mr. K. was unemployed. It was also not a vacation. Wolfgang K. went to San Francisco to make an (...)

Jean-Mathieu Cot Control: The Court of Cassation considers that the seller turnover must be taken into account to establish if the merger control thresholds are met in order to trigger the application of article L432-1 bis of the French “Code du travail” (Nestlé)

3416

Cass. soc., 13 November 2007, Nestlé, No. 06-12.339 Our column rarely calls for us to take an interest in the rulings handed down by the Social Chamber of the Court of Cassation. The reported judgment is an exception. On November 13, 2007, the Social Chamber ruled for the first time on the (...)

Jean-Mathieu Cot Creation of a monopoly - Remedies: The Minister of Economy clears, after having consulted the Competition Council, a merger which leads to the creation of a quasi-monopole after the parties submitted remedies (CCIP/Unibail)

3928

Conc. conc. opinion no. 07-A-10 of 26 September 2007 relating to the merger of the activities of the Paris Chamber of Commerce and Industry and Unibail Holding SA in the congress and exhibition site management and trade fair organisation sector. Min. Eco, 13 November 2007, CCIP/Unibail, Case (...)

Jean-Mathieu Cot Control shares analysis: The European Commission analyses the control shares of the new entity in the market for on-line music publishing rights (Universal/BMG Music Publishing)

3324

EC Comm, 22 May 2007, Universal/BMG Music Publishing, Case COMP/M. 4404 Popular music was again a major topic of discussion at the Board in 2007. On the one hand, the Universal/BMG Music Publishing decision was issued on May 22, 2007. On the other hand, the Commission simultaneously opened its (...)

Jean-Mathieu Cot, Maxime Schucht Disapperance of a maverick: The French Minister of Economy clears the acquisition of a leader in a connected market enjoying an exclusive distribution agreement for the acquiror’s products (France Télécom/Compagnie européenne de téléphonie)

3927

Min. Eco, January 4, 2008, France Telecom / Compagnie Européenne de Téléphonie SA, aff. C2007-144, BOCCRF n° 1 bis of January 25, 2008 France Telecom, the incumbent operator in the telephony sector in France, which is covered more in this review of anti-competitive practices than in the review of (...)

Jean-Mathieu Cot Commission’s liability: The CFI founds that grave and manifest failure by the Commission when reviewing a merger may constitutes a sufficiently serious breach of Community law to confer such a right to compensation of the loss (Schneider Electric)

3438

CFI, 11 July 2007, Schneider Electric SA v Commission, Case T-351/03 This time the Commission should have got the message: the decision to prohibit the Schneider Electric/Legrand merger of 10 October 2001 was not a good one. The message had already got through once, in the form of the (...)

Jean-Mathieu Cot Asset acquisition: The French Minister of Economy gives details on how to assess the turnover of an integrated target company (Barry Callebaut/Nestlé’s assets)

4076

Min. Eco, 16 May 2007, Barry Callebaut/Nestlé assets, aff. C2007-66, BOCCRF n° 5 bis of 31 May 2007 The notion of concentration does not bother too much with formal considerations, which are essential in other disciplines of law. A concentration can certainly take the form of the acquisition of (...)

Jean-Mathieu Cot Plurality of transactions: The European Commission decides that a plurality of transactions may constitute a sole merger with regard to Art. 3 Reg. 139/2004 (LGI/Telenet)

3747

EC Commission, 26 February 2007, LGI/Telenet, Case COMP/M.4521, OJ C. 99 of 3 May 2007, p. 3. Can the order in which complex transactions occur have an impact on the European Commission’s assessment of the effects of a merger? This was argued by the parties in the LGI/Telenet case, which (...)

Jean-Mathieu Cot Notion of merger: The European Commission may have competence over a merger already cleared by a national authority by taking into account a set of transactions (Cementbouw)

4803

La prise en compte d’un ensemble d’opérations peut conférer à la Commission compétence sur une opération déjà validée par une autorité nationale CFI, 23 February 2006, Cementbouw Handel & Industrie v Commission, Case T-282/02, not yet published in the ECR. Conditional approval of a merger sometimes (...)

Jean-Mathieu Cot Vertical merger: The CFI confirms the Commission’s decision prohibiting the proposed acquisition of Honeywell by General Electric Company (General Electric)

4257

Effets verticaux : Confirmation de la décision de la Commission interdisant le projet d’acquisition d’Honeywell par General Electric Company CFI, 14 December 2005, General Electric v Commission, Case T-210/01. The European Commission’s ban on General Electric’s proposed acquisition of Honeywell (...)

Jean-Mathieu Cot Competitive assessment: The Minister of Economy and the French Competition Council clear a merger resulting in a quasi-monopoly in a market with high barriers to entry in the pharmaceutical sector (Boiron/Dolisos)

3960

Une concentration permettant la création d’un quasi-monopole sur un marché protégé par des barrières à l’entrée élevées peut être autorisée Min. Éco, February 21, 2005, Société Boiron/Laboratoires Dolisos, aff. C2004-114 Conc. conc. notice no. 05-A-01 of January 7, 2005, Société Boiron/Laboratoires Dolisos (...)

Jean-Mathieu Cot Notification - National Authorities: The French legislator introduces the possibility for the parties to notify the authorities of their intention to enter into an agreement for a proposed concentration, provided their plan is sufficiently concrete (Law, 9 December, 2004)

3926

Law No. 2004-1343 of 9 December 2004 on the simplification of law (notification of a proposed concentration: Article 83-II) The new Article L. 430-3 of the French Commercial Code makes it possible to notify a proposed concentration. It no longer makes the existence of an irrevocable commitment (...)

Jean-Mathieu Cot Referral back from the EC Commission: A Member State requests a referral based on an existing distinct market, which does not form a substantial part of the Common Market (Accor/Colony/Desseigne-Barrière)

3900

EC Commission, Art. 9(4) R. No. 4064/89, 4 June 2004, Accor/Colony/Desseigne-Barrière/JV, Case COMP/M.3373. The European Commission’s referral decision of 4 June 2004 in the case of Accor/Colony/Desseigne-Barrière/JV is a rare example of a referral to the competition authorities of a Member State (...)

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