The EU Commission rejects a gun jumping complaint by a company subject to a hostile takeover on the grounds that despite the case involving a series of transactions it can be seen as a single concentration and therefore the public bid exemption that is applicable to the second stage applies to the whole transaction (Veolia / Suez)

On 17 December 2020, the EC rejected Suez’s gun-jumping claim and provided further clarifications on the scope of the exemption to the standstill obligation in the case of two-step acquisitions encompassing a public bid. Background On 30 August 2020, the French company Veolia announced its intention to take over its main competitor in the French water supply market, Suez, with a view to creating “the great French world champion of the ecological transition.” Veolia structured its takeover project in two steps: first, a purchase of a minority stake of 29.9% of Suez’s shares from Engie, on 5 October 2020, followed by a takeover bid to acquire the remaining 70.1% of the share capital. On 16 October 2020, Suez wrote to the EC requesting it to find that, by acquiring the 29.9% holding in

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Authors

  • McDermott Will & Emery (Paris)
  • McDermott Will & Emery (Washington)

Quotation

Frédéric Pradelles, Mary Hecht, The EU Commission rejects a gun jumping complaint by a company subject to a hostile takeover on the grounds that despite the case involving a series of transactions it can be seen as a single concentration and therefore the public bid exemption that is applicable to the second stage applies to the whole transaction (Veolia / Suez), 17 December 2020, e-Competitions December 2020, Art. N° 106737

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