The EU General Court provides useful jurisdictional clarifications for deals involving joint ventures acting as an acquirer (Heidelberg Cement / Schwenk Zement)

Jurisdictional issues in deals involving joint ventures – Review of the General Court judgment in Heidelberg Cement and Schwenk Zement (T-380/17)* The judgment provides useful jurisdictional clarifications for deals involving joint ventures (JVs) acting as an acquirer. The General Court (GC) confirms that when the true players behind the transaction are the parent companies, rather than the JV — because they did the deal valuation, negotiated the transaction structure, and determined the purchase price — the parent companies are the relevant undertakings to consider when determining whether the merger thresholds are met. This can have a significant impact on the number of merger filings required and the overall timeline of the deal. The GC also confirms that the European Commission

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  • Latham & Watkins (Brussels)

Quotation

Pierre Bichet, The EU General Court provides useful jurisdictional clarifications for deals involving joint ventures acting as an acquirer (Heidelberg Cement / Schwenk Zement), 5 October 2020, e-Competitions November 2020 - II, Art. N° 97330

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