Prohibited mergers

Mergers

The US FTC challenges the merger between a pharmaceutical company and a cancer detection test manufacturer (Grail / Illumina)
US Federal Trade Commission (FTC) (Washington)
FTC Challenges Illumina’s Proposed Acquisition of Cancer Detection Test Maker Grail* Agency alleges vertical merger would harm competition in the U.S. market for life-saving Multi-Cancer Early Detection tests The Federal Trade Commission has filed an administrative complaint (a public version (...)

The UK Competition Authority provisionally blocks a merger between equity crowdfunding platforms leading them abandoning the transaction (Crowdcube / Seedrs)
United Kingdom’s Competition Authority - CMA (London)
Crowdcube and Seedrs abandon merger during CMA investigation* Crowdcube and Seedrs have abandoned their proposed tie-up after the CMA provisionally blocked the deal. The Competition and Markets Authority (CMA) therefore intends to cancel its investigation into the potential competition (...)

The UK Competition Authority finds competition concerns in a merger between the two largest equity crowdfunding platforms (Crowdcube / Seedrs)
United Kingdom’s Competition Authority - CMA (London)
CMA finds competition concerns in Crowdcube and Seedrs merger* Following an in-depth investigation, the CMA has provisionally found that the proposed merger between Crowdcube and Seedrs will reduce competition and innovation. Crowdcube and Seedrs are the 2 largest equity crowdfunding (...)

The Chinese Competition Authority fines tech giants for failure to notify economic concentrations under the applicable merger control rules
University of Macau - Faculty of Law (Macau)
China’s antitrust enforcer imposes record fines on tech giants for failure to notify their concentrations* On 12 March 2021, the State Administration for Market Regulation (SAMR), China’s competition authority responsible for the enforcement of the Anti-Monopoly Law (AML), has announced ten (...)

The Norwegian Competition Authority investigates a merger in the market for the sale of spirits (Altia / Arcus)
Norwegian Competition Authority
Objection against the merger between Altia and Arcus* The Norwegian Competition Authority is considering intervening against the merger between Altia Plc. and Arcus ASA. The Authority’s preliminary view is that the merger may weaken competition in several markets for the sale of spirits to (...)

The UK Competition Authority requires companies to sell GPS tracking device in order to protect competition in the commercial vehicle and trailer parts sector (TVS Europe Distribution / 3G)
United Kingdom’s Competition Authority - CMA (London)
CMA breaks up motor parts merger* The CMA will require TVS Europe Distribution to sell 3G in order to protect competition in the commercial vehicle and trailer parts sector. Following an in-depth Phase 2 investigation, the Competition and Markets Authority (CMA) has concluded that TVS Europe (...)

The UK Competition Authority prohibits a transaction following an in-depth phase 2 investigation ruling that only full divestiture would address competition concerns in the commercial vehicle and trailer parts sector (TVS Europe Distribution / 3G)
Ashurst (London)
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Ashurst (London)
On 12 January 2021, the CMA ordered TVS Europe Distribution Limited ("TVS") to divest its ownership of 3G Truck and Trailer Parts Limited ("3G"). After conducting a Phase 2 merger inquiry, the Competition and Markets Authority ("CMA") ruled that only full divestiture would address its (...)

The UK Competition Authority breaks up vehicle and trailer parts merger (TVS Europe Distribution / 3G)
Van Bael & Bellis (Brussels)
On 12 January 2021, the UK’s Competition and Markets Authority (“CMA”) ordered the commercial vehicle and trailer supplier Universal Components UK (which is owned by TVS Europe Distribution) to sell 3G Truck & Trailer Parts, following an in-depth Phase 2 investigation into the completed merger (...)

The Polish Competition Authority prohibits the acquisition of a radio broadcaster by a national media company (Eurozet / Agora)
Polish Competition Authority (Warsaw)
Agora/Eurozet - prohibition of concentration* President of UOKiK Tomasz Chróstny has prohibited the acquisition of Eurozet by Agora. The concentration would have resulted in the development of a powerful radio group that would be able to limit competition on the market for radio advertising and (...)

The Polish Competition Authority blocks an acquisition between two media groups (Eurozet / Agora)
Bird & Bird (Warsaw)
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Bird & Bird (Warsaw)
Following more than a one-year phase II investigation, in January 2021, the Polish Competition Authority (“UOKiK”) announced that it blocked the acquisition of Eurozet by Agora. Parties to the blocked acquisition Both Eurozet and Agora are present in the radio broadcasting and related markets (...)

The Finnish Competition Authority secures its second merger block in 2020 as €360 million healthcare deal is abandoned during the Market Court proceeding (Mehiläinen / Pihlajalinna)
White & Case (Brussels)
An exceptional year in Finnish merger control came to an end on 29 December 2020 when the Finnish Market Court announced its decision concerning the Finnish Competition Authority’s (the FCCA) proposal to prohibit the merger between healthcare firms Mehiläinen and Pihlajalinna. After the oral (...)

The Australian Competition Authority rejects big tech company’s behavioural remedies for wellness and healthcare manufacturer acquisition (Google / Fitbit)
Australian Competition and Consumer Commission (Canberra)
ACCC rejects Google behavioural undertakings for Fitbit acquisition* The ACCC has announced that it will not accept a long-term behavioural undertaking offered by Google that sought to address competition concerns about its proposed acquisition of wearables supplier and manufacturer Fitbit. (...)

The French Government rejects the acquisition by an American firm of a medium-sized company specialized in the development of technologies and the production of light equipment (Photonis / Teledyne)
Skadden, Arps, Slate, Meagher & Flom (Paris)
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Skadden, Arps, Slate, Meagher & Flom (Paris)
On December 18, 2020, the French authorities officially vetoed the proposed acquisition of Photonis, a leading French optronic technologies firm, by the U.S. group Teledyne. While Teledyne is an important business partner to France and employs 850 people in the country, Ms. Parly stated that (...)

The French Government extends COVID-19 interim rules on foreign investments and rejects the American industrial conglomerate’s acquisition of national optronic technologies firm (Teledyne / Photonis) Free
Skadden, Arps, Slate, Meagher & Flom (Paris)
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Skadden, Arps, Slate, Meagher & Flom (Paris)
France Extends COVID-19 Interim Rules on Foreign Investments and Vetoes Teledyne’s Acquisition of Photonis* On December 18, 2020, French Minister for the Economy (MoE) Bruno Lemaire announced that the COVID-19 interim rules on foreign investment control (interim rules) — which were issued on (...)

The French Government rejects the American industrial conglomerate’s acquisition of a national optronic technologies firm (Photonis / Teledyne)
Delcade Avocats & Solicitors (Paris)
French veto to the acquisition of Photonis par Teledyne* Applying legislative and regulatory measures to control foreign investments in France, the French Government has banned the American Teledyne from buying French Photonis. 1. France established a scheme for controlling investments made (...)

The US FTC approves a final order settling charges that the acquisition by a medical device company of its competitor would violate federal antitrust law (Stryker / Wright Medical Group)
US Federal Trade Commission (FTC) (Washington)
FTC Approves Final Order Imposing Conditions on Stryker Corp.’s Acquisition of Wright Medical Group N.V.* Following a public comment period, the Federal Trade Commission has approved a final order settling charges that medical device company Stryker Corp.’s proposed $4 billion acquisition of (...)

The US FTC challenges a proposed acquisition of a competitor by a hospital in the healthcare sector (Hackensack Meridian Health / Englewood Healthcare Foundation)
US Federal Trade Commission (FTC) (Washington)
FTC Challenges Hackensack Meridian Health, Inc.’s Proposed Acquisition of Competitor Englewood Healthcare Foundation* New Jersey healthcare system merger would increase price and reduce quality of healthcare. The Federal Trade Commission has filed an administrative complaint, and authorized a (...)

The German Government prohibits the acquisition of a telecommunications company by a Chinese industrial group on the basis of the foreign trade and payments ordinance (IMST / Addsino)
Van Bael & Bellis (Brussels)
On 2 December 2020, the German Government prohibited on public security grounds the sale of the German Institut für Mobil-und Satellitenfunktechnik (“IMST”), a specialist in satellite and communications technologies, to Addsino, a subsidiary of State-owned defence group China Aero- space Science (...)

The German Government prohibits the acquisition of a telecommunication company by a Chinese buyer under the foreign direct investment rules (IMST / Addsino)
Covington & Burling (Brussels)
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Covington & Burling (Frankfurt)
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Covington & Burling (Frankfurt)
On 2 December 2020, the German government prohibited the acquisition of German company IMST GmbH, Kamp-Lintfort (“IMST”) by a Chinese investor. This is the second high profile prohibition decision issued by the German government this year on the grounds of Foreign Direct Investment (“FDI”) rules. (...)

The UK Competition Appeal Tribunal upholds the Competition Authority’s decision to prevent the acquisition of an online graphics database by a social media company (Facebook / Giphy)
Ashurst (London)
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Ashurst (London)
In a unanimous judgment, the Competition Appeal Tribunal ("CAT") dismissed Facebook’s application challenging the CMA’s refusal to grant certain derogations from an initial enforcement order ("IEO") imposed in connection with Facebook’s completed acquisition of GIPHY, Inc. WHAT YOU NEED TO KNOW - (...)

The US FTC files a complaint and sues to block a proposed acquisition of two hospitals by a healthcare company (Methodist Le Bonheur Healthcare / Saint Francis)
US Federal Trade Commission (FTC) (Washington)
FTC Sues to Block Proposed Acquisition of Two Memphis-Area Hospitals* Transaction would eliminate competition, increase prices, and reduce quality of care The Federal Trade Commission has filed an administrative complaint, and authorized a suit in federal court, to block the proposed $350 (...)

The Norwegian Competition Authority prohibits the acquisition by a competitor in the car digital marketplace sector (Schibsted / Nettbil)
Norwegian Competition Authority
Schibsted must sell Nettbil* The Norwegian Competition Authority has decided to intervene against Schibsted’s acquisition of Nettbil. The Authority is of the view that the acquisition will weaken competition in the market for online sales of used cars and will result in poorer services for (...)

The UK Competition Authority blocks a completed investment technology merger after finding it would lessen competition (FNZ / GBST)
Van Bael & Bellis (Brussels)
On 5 November 2020, the UK’s Competition and Markets Authority (“CMA”) ordered the platform technology provider FNZ to sell GBST after finding that the completed merger between the two rivals would result in a substantial lessening of competition, which would lead to higher prices and a reduction (...)

The US DoJ sues to block a global credit card company’s proposed acquisition of a leading financial data aggregation company (Visa / Plaid)
US Department of Justice - Antitrust Division (Washington)
Justice Department Sues to Block Visa’s Proposed Acquisition of Plaid* Acquisition Would Eliminate Nascent Competitor Plaid and Prevent Disruption of Visa’s Monopoly in Online Debit Today, the Department of Justice filed a civil antitrust lawsuit to stop Visa Inc.’s $5.3 billion acquisition of (...)

The UK Competition Authority blocks investment in a technology merger after finding it could lead to a reduction in the quality of service and higher prices (FNZ / GBST)
United Kingdom’s Competition Authority - CMA (London)
CMA blocks investment technology merger* The CMA has ordered FNZ to sell GBST after finding their completed merger could lead to a reduction in the quality of service and higher prices. In its final report, published today, the Competition and Markets Authority (CMA) has found that the deal (...)

The Polish Competition Authority imposes a maximum fine due to lack of approval for the joint venture to 6 companies participating in the construction of a gas pipeline (Gazprom / Nord Stream 2)
Polish Competition Authority (Warsaw)
Nord Stream 2 - maximum penalties imposed by UOKiK President* Tomasz Chróstny, President of UOKiK, has imposed a penalty of over PLN 29 bn on Gazprom, and of over PLN 234 mln on 5 remaining companies participating in the construction of the gas pipeline - as a result of the lack of approval for (...)

The Portuguese Competition Authority prohibits an acquisition due to the risk of eliminating competition in the passenger transportation sector (Grupo Fundão / Transdev Group)
Portuguese Competition Authority (Lisbon)
AdC prohibits the acquisition of Grupo Fundão by the Transdev Group due to risk of eliminating competition in passenger transportation in central Portugal* The AdC (Portuguese Competition Authority) issued a prohibition decision relative to the acquisition of Grupo Fundão as well as of the (...)

The Portuguese Competition Authority prohibits a merger in the public road transport services market (Transdev / Grupo Fundão)
Van Bael & Bellis (Brussels)
On 6 October 2020, the Portuguese Competition Authority (“AdC”) issued a decision prohibiting the Transdev Group’s acquisition of Grupo Fundão as well as public transport service concessions currently held by Transerramar and Auto Transportes do Fundão. Both Transdev and Grupo Fundão occupy strong (...)

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

The EU General Court clarifies the application of the merger regulation to acquisitions by joint ventures and other jointly controlled companies (HeidelbergCement)
Willkie Farr & Gallagher (Brussels)
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Willkie Farr & Gallagher (Paris)
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Willkie Farr & Gallagher (London)
On 5 October 2020, the General Court of the European Union (the “General Court”) confirmed the 2017 decision by the European Commission (the “Commission”) to prohibit the proposed acquisition by HeidelbergCement and Schwenk of Cemex Croatia (the “HeidelbergCement case”). In its judgment, the General (...)

The EU Commission takes note of the General Court’s judgment confirming its decision to prohibit an acquisition in the construction sector in Hungary and Croatia (HeidelbergCement / Schwenk Zement / Cemex)
DG COMP (Brussels)
Mergers: Commission takes note of General Court judgment in HeidelbergCement/Schwenk/Cemex Hungary/Cemex Croatia merger case* The European Commission takes note of the judgment of the General Court, which confirms the Commission’s decision prohibiting the acquisition by HeidelbergCement and (...)

The EU General Court upholds the Commission decision to block a takeover in the construction sector (Cemex Croatia / HeidelbergCement / Schwenk)
Ashurst (London)
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Ashurst (Brussels)
On 5 October 2020, the EU’s General Court ("GC") upheld the European Commission’s ("Commission") decision to block the takeover of Cemex Croatia by DDC thereby dismissing the case brought by DDC’s parent companies, HeidelbergCement and Schwenk Zement ("Schwenk") claiming, inter alia, that the (...)

The Finnish Competition Authority proposes prohibition of a three-to-two merger in the healthcare sector (Mehiläinen Yhtiöt / Pihlajalinna)
Bird & Bird (Helsinki)
On 29 September 2020, the Finnish Competition and Consumer Authority ("FCCA") proposed the Market Court to prohibit the merger between Mehiläinen Yhtiöt Oy and Pihlajalinna Oyj. Both companies operate in the healthcare market and provide services to individuals, companies, insurance companies and (...)

The Finnish Competition Authority proposes to prohibit merger between two of the three national healthcare companies (Mehiläinen / Pihlajalinna)
Finnish Competition and Consumer Authority (Helsinki)
The FCCA proposes the Market Court to prohibit the merger between Mehiläinen and Pihlajalinna* On 29 September 2020, Finnish Competition and Consumer Authority (FCCA) has proposed the Market Court to prohibit the merger between Mehiläinen and Pihlajalinna. According to the FCCA’s investigation, (...)

The UK Competition Authority decides that the leading global supplier of window blinds must sell the majority of shares in acquired competitor (Hunter Douglas / 247 Home Furnishings)
United Kingdom’s Competition Authority - CMA (London)
Final decision published in window blind merger inquiry* The CMA has decided that Hunter Douglas, owner of online blinds retailer Blinds2Go, must sell the majority of its shares in 247 to protect competition and prevent higher prices. Hunter Douglas originally purchased a minority stake in (...)

The UK Competition Authority blocks window covering company’s completed acquisition of a competitor (Hunter Douglas / 247 Home Furnishings)
Van Bael & Bellis (Brussels)
On 14 September 2020, the UK’s Competition and Markets Authority (“CMA”) ordered the blinds supplier Hunter Doug- las to sell off its majority stake in 247 Home Furnishings, which also sells blinds. The CMA found that the deal, which had already been completed, would substantially lessen (...)

The UK Government prohibits acquisition of a UK supplier of military aircraft components on national security grounds (Gardner Aerospace / Impcross)
Cleary Gottlieb Steen & Hamilton (London)
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Cleary Gottlieb Steen & Hamilton (London)
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Cleary Gottlieb Steen & Hamilton (London)
On 5 September 2020, the UK Government accepted undertakings from Gardner Aerospace Holdings Limited not to proceed with its proposed acquisition of Impcross Limited, a UK-based manufacturer of components for the aerospace industry (including for military aircraft). Gardner is owned by (...)

The French Competition Authority decides to block a merger transaction against the joint takeover of a local hypermarket by undertakings of a competing retail group (Géant Casino / ACDLec)
Bird & Bird (Paris)
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Bird & Bird (Paris)
Nearly a month after issuing its new merger control guidelines, the French Competition Authority (FCA) broke new ground in merger control by issuing a blocking decision on 28 August 2020, against the joint takeover of a local hypermarket by undertakings of a competing retail group. The FCA (...)

The French Competition Authority prohibits merger in the food retail market (Soditroy / Association des Centres Distributeurs E. Leclerc / Géant Casino)
Van Bael & Bellis (Brussels)
On 28 August 2020, following an in-depth examination that was announced on 29 October 2019, the French Competition Authority (“FCA”) blocked the acquisition of joint control by Soditroy and Association des Centres Distributeurs E.Leclerc (“ACDLec”) of a Géant Casino hypermarket located in (...)

The French Competition Authority issues its first dead-block and concludes that an acquisition of a hypermarket by two entities operating under the competing retailer raise too strong competition concerns (E.Leclerc-Géant / Casino)
Ashurst (Paris)
The French Competition Authority ("FCA") has concluded that the acquisition of the hypermarket Géant Casino, by two entities operating (directly or indirectly) under the competing retailer E. Leclerc, raised competition concerns at the local level, which could not be addressed through (...)

The French Competition Authority prohibits a merger in the food retail market (Soditroy / Association des Centres Distributeurs E. Leclerc / Géant Casino)
Covington & Burling (Brussels)
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Covington & Burling (Brussels)
The French Competition Authority (“FCA”) prohibited the proposed acquisition of the hypermarket retailer Géant Casino by its competitor E.Leclerc in the French city of Troyes. It found that the transaction would create a duopoly between the two remaining hypermarkets, Carrefour and E.Leclerc, (...)

The French Competition Authority blocks a merger for the first time ever due to absence of remedies capable of addressing the competition concerns identified in the hypermarket sector (Soditroy / Association des Centres Distributeurs E. Leclerc / Géant Casino)
French Competition Authority (Paris)
For the first time ever, the Autorité de la concurrence blocks a merger* Soditroy and the Association des Centres Distributeurs E. Leclerc were planning to acquire joint control of a Géant Casino hypermarket in the conurbation of Troyes. This merger raised serious competition concerns relating (...)

The Higher Regional Court of Dusseldorf dismisses an appeal brought by two producers of hydrodynamic slide bearings against a decision of the Competition Authority prohibiting them to create a joint venture (Miba / Zollern)
Van Bael & Bellis (Brussels)
On 26 August 2020, the Higher Regional Court of Düsseldorf (“the Court”) dismissed as inadmissible an appeal by Miba and Zollern, two producers of hydrodynamic slide bearings, against a January 2019 decision of the German Federal Cartel Office (“FCO”) prohibiting them from creating a joint venture (...)

The UK Competition Authority provisionally blocks merger between the country’s leading suppliers of retail investment platform solutions (FNZ / GBST)
United Kingdom’s Competition Authority - CMA (London)
Competition concerns in retail investment software merger* Following an in-depth investigation, the CMA has provisionally blocked the merger of FNZ and GBST. FNZ purchased GBST in November 2019. Both companies have a significant presence in the UK. They are 2 of the leading suppliers of (...)

The UK Competition Authority fines a sports manufacturer and its parent company for breach of merger-freeze order with a footwear retailer (JD Sports / Footasylum)
Van Bael & Bellis (Brussels)
On 5 August 2020, the UK’s Competition and Markets Authority (the “CMA”) fined JD Sports and its parent company Pentland Group £300,000 for failing to comply with an initial enforcement order (“IEO”) imposed with regard to JD Sports’ completed merger with footwear retailer Footasylum. The CMA found JD (...)

The US DoJ sues to block merger between hospital system and independent community hospital in central Pennsylvania (Geisinger Health / Evangelical Community Hospital)
US Department of Justice - Antitrust Division (Washington)
Justice Department Sues To Block Geisinger Health’s Transaction With Evangelical Community Hospital* Transaction Reduces Hospital Competition in Central Pennsylvania The U.S. Department of Justice sued today to block Geisinger Health’s partial acquisition of its close rival, Evangelical (...)

The Polish Competition Authority fines €50 million a gas company for failure to cooperate in the investigation into the construction of a gas pipeline (Gazprom)
Polish Competition Authority (Warsaw)
Nord Stream 2 - President of UOKiK imposes penalty on Gazprom* President of UOKiK Tomasz Chróstny has imposed a penalty of PLN almost 213 mln on Gazprom for failure to cooperate in the investigation conducted in relation to the construction of Nord Stream 2 gas pipeline. Such an obligation (...)

The Mexican Competition Authority sanctions pharmaceutical companies for failing to comply with the commitments to restore competition in the pharma market (Moench Coöperatif / Luis Doporto Alejandre)
Mexican Competition Authority (Mexico City)
COFECE sanctions Moench Coöperatif and Luis Doporto for failing to comply with the commitments made to totally and permanently eliminate any possible link between Nadro and Marzam, in the market for the distribution of pharmaceutical products* The commitments were accepted by the Board of (...)

The Rotterdam District Court annuls the authorisation of the acquisition of postal services providers on the basis that it would result in a monopoly on the Dutch postal delivery market (Sandd / PostNL)
Van Bael & Bellis (Brussels)
On 11 June 2020, the Rotterdam District Court (the “Court”) annulled the authorisation of the acquisition of postal services provider Sandd by rival PostNL. The transaction had been authorised by the State Secretary for Economic Affairs and Climate Policy (the “State Secretary”) after receiving an (...)

The Rotterdam District Court annuls a ministerial merger licence for the acquisition of rival post operators granted on general interest grounds outweighing the expected restrictive effects on competition (Sandd / PostNL)
Bird & Bird (Amsterdam)
On 11 June 2020, the District Court of Rotterdam (‘District Court’) annulled the decision of the Minister of Economic Affairs & Climate (‘Minister’) to grant a licence for the acquisition of rival post operator Sandd by PostNL. This was the first time since the introduction of the Dutch (...)

The OECD devotes a session to assess the sufficiency of current merger control frameworks to investigate and prohibit mergers
Van Bael & Bellis (Brussels)
From 10-12 June 2020, the OECD held its 133rd Meeting of the Competition Committee. This session was devoted to assessing the sufficiency of current merger control frameworks to investigate and – where needed – prohibit mergers that eliminate nascent competition that would other- wise challenge (...)

The US DoJ moves to vacate its loss in a booking services market acquisition decision on the basis that the competition effects may heighten the agencies’ burden of proof and merger enforcement (Sabre / Farelogix)
Baker Botts (Washington)
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Baker Botts (Washington)
On May 12, 2020, the Department of Justice moved the U.S. Court of Appeals for the Third Circuit to vacate the U.S. District Court for the District of Delaware’s U.S. v. Sabre Corp. opinion. In an opinion released on April 7, the court rejected DOJ’s challenge to the proposed merger of Sabre and (...)

The UK Competition Authority blocks sports-fashion merger finding that even with COVID-19 significantly impacting the relevant sector there would still be negative effects on the competition if the merger proceeded (JD Sports / Footasylum) Free
United Kingdom’s Competition Authority - CMA (London)
CMA blocks sports-fashion merger* The CMA has blocked JD Sports’ purchase of close competitor Footasylum after finding it would leave shoppers worse off. Following an in-depth Phase 2 investigation, the Competition and Markets Authority (CMA) has concluded that this transaction would lead to a (...)

The UK Competition Authority blocks a sports-fashion retailer acquisition finding that even with COVID-19 significantly impacting the relevant sector, the transaction would lead to a substantial lessening of competition nationally (JD Sports / Footasylum) Free
Van Bael & Bellis (Brussels)
On 6 May 2020, the UK’s Competition and Markets Authority (“CMA”) blocked the sports-fashion retailer JD Sports’ already completed purchase of sportswear retailer Foot- asylum. The CMA concluded that the parties were close competitors and the transaction would lead to a substan- tial lessening of (...)

The US DoJ welcomes the UK Competition Authority’s prohibition of a merger between two travel technology companies resulting in the parties abandoning merger worldwide, even though in the US the DoJ’s prohibition was rejected by US District Court (Sabre / Farelogix)
US Department of Justice - Antitrust Division (Washington)
Statement from Assistant Attorney General Makan Delrahim on Sabre and Farelogix Decision to Abandon Merger* Sabre Corporation and Farelogix, Inc. announced today the termination of their merger agreement. The Department of Justice filed a civil antitrust lawsuit on Aug. 20, 2019, to block (...)

The US DoJ blocks the acquisition of a major dairy farmer’s fluid milk processing plants but approves a third dairy farmer buying plants (Dairy Farmers of America / Dean Foods / Prairie Farms)
US Department of Justice - Antitrust Division (Washington)
Justice Department Requires Divestitures as Dean Foods Sells Fluid Milk Processing Plants to DFA out of Bankruptcy* Department Also Closes Investigation into Acquisition of Other Dean Plants by Prairie Farms The Department of Justice announced today the conclusion of its investigation into (...)

The UK Competition Authority blocks a proposed merger in the market for the supply of merchandising solutions and distribution systems to airlines despite the COVID-19 pandemic (Sabre / Farelogix) Free
Van Bael & Bellis (Brussels)
Despite the uncertain future facing the global travel industry as a result of the COVID-19 pandemic, on 9 April 2020, the UK’s Competition and Markets Authority (“CMA”) announced its decision to block the proposed Sabre/Farelogix transaction, citing concerns that “UK passengers [would] miss out on (...)

The UK Competition Authority blocks merger between online airline booking providers despite their sector being significantly impacted by the COVID-19 outbreak (Sabre / Farelogix) Free
United Kingdom’s Competition Authority - CMA (London)
CMA blocks airline booking merger* Following an in-depth investigation, the CMA has blocked Sabre’s proposed takeover of Farelogix. Among other products and services, Sabre and Farelogix supply software solutions which help airlines to sell flights via travel agents including those that (...)

The Austrian Competition Authority announces that retrospective notification of an acquisition of shares of a car parts manufacturer is a violation of the notification requirements and subject to fines (Castanea Rubra)
Van Bael & Bellis (Brussels)
On 27 March 2020, the Austrian Federal Competition Authority (“FCA”) announced that, pursuant to its request, the Cartel Court had imposed a fine of € 100,000 on Castanea Rubra Assets GmbH. Castanea Rubra Assets GmbH had acquired 94% of the shares of German-based car parts manufacturer Neue (...)

The Austrian Competition Authority grants request to amend commitments in the market for free TV and television advertising undertaken as part of a merger previously cleared (Puls 4 / ATV)
Van Bael & Bellis (Brussels)
On 26 March 2020, the Austrian Federal Competition Authority (“FCA”) granted a request to amend the commitments in the market for free TV and television advertising undertaken as part of a merger cleared in 2017. The FCA had cleared the acquisition by Austrian-based ProSiebenSat.1Puls 4 GmbH (...)

The Spanish Government updates foreign investment screening regime in light of COVID-19 and prohibits or severely limits the foreign acquisition of companies active in sectors related to public order, public security or public health Free
Callol, Coca & Asociados (Madrid)
The rapid spread of Covid-19 has led to its consideration as a global pandemic. Spain, currently at the epicenter of the crisis, has declared the state of alarm last Sunday. To ease the effects of the Covid-19 crisis in the economy, the Spanish Government approved yesterday Royal Decree-Law (...)

The US FTC files an administrative complaint alleging that a proposed merger will reduce competition in the hospital sector (Thomas Jefferson / Albert Einstein Healthcare)
Wolters Kluwer (Riverwoods)
Will FTC’s winning record end planned Philadelphia-area hospital merger?* The FTC and State of Pennsylvania on February 28 moved to block the proposed merger of Jefferson Health and Albert Einstein Healthcare Network, two leading providers of inpatient general acute care hospital services and (...)

The Finnish Market Court upholds the Competition Authority’s decision to block a merger between grocery wholesalers, making it the first merger ever prohibited in the country (Kesko / Heinon Tukku)
Finnish Competition and Consumer Authority (Helsinki)
Kesko’s acquisition of Heinon Tukku blocked by the Finnish Market Court* The merger between Finnish grocery wholesalers, Kesko and Heinon Tukku, was prohibited by the Market Court on 17 February 2020. In accordance with the Finnish Competition and Consumer Authority’s (FCCA) proposal, the Market (...)

The Finnish Market Court upholds the Competition Authority’s request to prohibit a proposed acquisition of a grocery wholesaler on the basis that it would become dominant in the market (Kesko / Heinon Tukku)
Van Bael & Bellis (Brussels)
On 17 February 2020, the Finnish Market Court (the “Court”) upheld the request of the Finnish Competition and Consumer Authority (the “KKV”) to prohibit Kesko’s proposed acquisition of grocery wholesaler Heinon Tukku. The Court’s judgment may be appealed before the Finnish Supreme Administrative (...)

The Finnish Market Court blocks for the first time a merger between two wholesalers in the grocery market (Kesko / Heinon)
Bird & Bird (Helsinki)
On 17 February 2020, the Market Court prohibited a merger between Finnish grocery wholesalers, Kesko and Heinon Tukku. This was the first time a merger has been prohibited in Finland after merger control rules were introduced in 1998. Previous three prohibition proposals of the Finnish (...)

The UK Competition Appeal Tribunal confirms a deferential standard for the Competition Authority in its merger prohibitions (Tobii)
Baker McKenzie (Singapore)
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Skadden, Arps, Slate, Meagher & Flom (Brussels)
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Skadden, Arps, Slate, Meagher & Flom (Brussels)
A recent decision by the Competition Appeal Tribunal (CAT), Tobii AB (publ) v. Competition and Markets Authority, confirms a deferential standard for the U.K. Competition and Markets Authority (CMA) in its merger prohibitions. The CMA is widely regarded as a thought leader among merger control (...)

The UK Competition Appeal Tribunal annuls the Competition Authority’s decision for failing to provide sufficient evidence in order to prove that the acquisitions would result in vertical input foreclosure effects in the communication technology market (Tobii / Smartbox)
Bird & Bird (London)
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Bird & Bird (London)
In September 2019, the Competition Markets Authority ("CMA") found that Tobii’s acquisition of Smartbox resulted in or may result in a substantial lessening of competition in the UK assistive communication technology market and ordered Tobii to divest Smartbox. Tobii consequently appealed the (...)

The German Competition Authority prohibits a merger in the cash handling services sector (Ziemann / Loomis)
Van Bael & Bellis (Brussels)
On 18 December 2019, the German Federal Cartel Office (“FCO”) prohibited Loomis’ proposed acquisition of its competitor, Ziemann Sicherheit Holding (“Ziemann”). Loomis and Ziemann are both cash handling service providers. The proposed concentration would have affected the provision of cash to banks (...)

The Finnish Competition Authority proposes to the Market Court to prohibit the merger between two operators in wholesale services in the foodservice industry (Kesko / Heinon Tukku)
Bird & Bird (Helsinki)
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Bird & Bird (Helsinki)
On 18 November 2019, the Finnish Competition and Consumer Authority ("FCCA") proposed the Market Court to prohibit the merger between Kesko Oyj and Heinon Tukku Oy, two operators in wholesale services in the foodservice industry. According to the FCCA, the merger would significantly impede (...)

The Norwegian Competition Authority prohibits a merger in the market for semi-submersible accommodation vessels as it would reduce competition in terms of prices, quality and innovation (Prosafe)
Van Bael & Bellis (Brussels)
On 28 October 2019, the Norwegian Competition Authority (“NCO”) prohibited Prosafe, the leading global producer of semi-submersible accommodation vessels, from acquiring competitor Floatel. Prosafe is Norwegian, whereas Floatel is based in Bermuda and Sweden. Semi-submersible accommodation (...)

The UK Competition Authority orders a divesture and blocks a merger in the cleaning chemicals sector (Ecolab / Holchem)
Van Bael & Bellis (Brussels)
On 8 October 2019, the UK’s Competition and Markets Authority (“CMA”) ordered Ecolab to divest Holchem, effectively blocking the merger of two of the largest cleaning chemicals suppliers in the UK. Ecolab bought Holchem in November 2018. The CMA launched a merger inquiry in February 2019, which (...)

The Dutch Competition Authority prohibits a merger in the postal delivery market (Sandd / PostNL)
Netherlands Authority for Consumers & Markets (The Hague)
ACM does not grant a license for the acquisition of postal operator Sandd by PostNL* Having conducted a thorough investigation, the Netherlands Authority for Consumers and Markets (ACM) has decided not to grant a license for the acquisition of postal operator Sandd by rival operator PostNL. (...)

The US DoJ leaves the door open to offering proof that harm to innovation in the market for airline bookings is separate and independent basis to block a merger (Sabre / Farelogix)
Orrick, Herrington & Sutcliffe (Washington)
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Orrick, Herrington & Sutcliffe (Washington)
In its recent complaint challenging the $360 million acquisition of Farelogix by Sabre, the Department of Justice (“DOJ”) appears to have left the door open to offering proof that harm to innovation in the market for airline bookings is a separate and independent basis to block the merger. When (...)

The German Competition Authority prohibits merger in the waste management sector (Duales System / Remondis)
Van Bael & Bellis (Brussels)
On 11 July 2019, the German Federal Cartel Office (“FCO”) prohibited the proposed acquisition of Duales System Holding (“DSD”) by Remondis. The parties are active in the waste management industry in Germany. In Germany, the waste management industry is organised around the “Dual System”, which (...)

The Swiss Federal Supreme Court affirms a major ticket sale company’s sole legitimacy to submit a complaint against the Competition Commission’s prohibition of the merger between its wholly owned subsidiary and another company (Ticketcorner Holding / Tamedia)
Lenz & Staehelin (Zurich)
In its decision of June 24, 2019, the Federal Supreme Court affirms Ticketcorner Holding AG’s sole legitimacy to lodge a complaint against ComCo’s prohibition of the merger between its wholly-owned subsidiary Ticketcorner AG and Starticket AG. The Federal Supreme Court thereby clarifies that (...)

The EU Commission prohibits a joint venture in the carbon and electrical steel activities sector (Thyssenkrupp / Tata)
Van Bael & Bellis (Brussels)
On 11 June 2019, the European Commission (“Commission”) prohibited the creation of a joint venture between Thyssenkrupp and Tata Steel under the EU Merger Regulation. The deal would have combined Thyssenkrupp and Tata’s flat carbon and electrical steel activities in the EEA. According to the (...)

The EU Commission prohibits a merger in the steel sector (Thyssenkrupp / Tata)
Gómez-Acebo & Pombo (Brussels)
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Gómez-Acebo & Pombo (Brussels)
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Gómez-Acebo & Pombo (Brussels)
On 11 June 2019, the proposed joint venture (“JV”) between the two companies was prohibited by the Commission. The prohibition is grounded on the effects that the proposed JV would have produced in the market, namely, reduced competition and increased steel prices. The Commission’s decision is (...)

The Mexican Competition Authority prohibits a concentration between a retail company and a company offering logistical services to retailers (Walmart / Cornershop)
Mexican Competition Authority (Mexico City)
COFECE blocked Walmart/Cornershop concentration* • The proposed deal could generate incentives to unduly displace or block competitors’ access to the Cornershop platform and/or hinder the development of new platforms. • The new economic agent resulting from the transaction would gain sufficient (...)

The German Competition Authority prohibits a merger in the printing industry (MBO / Heidelberger Druckmaschinen)
German Competition Authority (Bonn)
Bundeskartellamt prohibits acquisition of MBO group by Heidelberger Druckmaschinen AG* Bonn, 7 May 2019: The Bundeskartellamt has today prohibited the proposed acquisition of all the shares in HB Vermögensverwaltungsgesellschaft mbH & Co. KG by Heidelberger Druckmaschinen AG. HB (...)

The UK Competition Authority prohibits a merger between two supermarket retailers after finding it would lead to increased prices in stores, online and at many petrol stations (Sainsbury’s / Asda)
United Kingdom’s Competition Authority - CMA (London)
CMA blocks merger between Sainsbury’s and Asda* The CMA has blocked the Sainsbury’s / Asda merger after finding it would lead to increased prices in stores, online and at many petrol stations across the UK. In its final report, published today, the Competition and Markets Authority (CMA) found (...)

The Bulgarian Competition Authority reviews its analysis and blocks a transaction initially not found to constitute a merger in the manufacturing of defence-related products sector (EMKO)
Tsvetkova Bebov Komarevski (Sofia)
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Tsvetkova Bebov Komarevski (Sofia)
Follow-up: Bulgarian Commission for Protection of Competition blocks key transaction initially found not to constitute a concentration* In 2016, the Bulgarian Commission for Protection of Competition (“BCPC”) was notified for the intention of two of the biggest Bulgarian companies operating on (...)

The EU Commission prohibits a merger railway signalling market and very high-speed trains sector (Siemens / Alstom)
Gómez-Acebo & Pombo (Brussels)
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Gómez-Acebo & Pombo (Brussels)
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Gómez-Acebo & Pombo (Brussels)
On 6 February 2019, the Commission adopted a prohibition decision against Siemens’ proposed acquisition of Alstom, which aimed at combining the parties transport equipment and service activities. This decision was based on the Commission’s finding that the transaction at issue would (...)

The EU Commission prohibits a merger in the railway sector (Siemens / Alstom)
Bird & Bird (Paris)
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Bird & Bird (Paris)
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Bird & Bird (Dusseldorf)
Following an in-depth investigation, the European Commission (“EC”) decided on 6 February 2019 to prohibit Siemens’ proposed acquisition of Alstom. According to the EC the combining of Siemens’ and Alstom’s transport equipment and services in a new company fully controlled by Siemens would have (...)

The EU Commission prohibits a railway merger due to very significant overlaps in the companies’ activities in the fields of railway signalling and very high-speed trains and the risk of creating a dominant position (Siemens / Alstom)
Bird & Bird (Paris)
The European Commission’s decision to block the Siemens-Alstom mega-merger in February 2019 provoked the anger of the French and German governments that had backed the deal. They accused the Commission of playing against the interests of the European economy by preventing the emergence of a (...)

The EU Commission prohibits a merger between rolled copper products producers (Wieland / Aurubis / Schwermetall)
Van Bael & Bellis (Brussels)
On 6 February 2019, the European Commission (“Commission”) prohibited Wieland’s proposed acquisition of Aurubis. Both companies are producers of rolled copper products, a key input for many industries, including for parts used in electric cars, trains and electronic devices. The Commission’s (...)

The EU Commission prohibits a merger in the market for railway signaling and very high-speed trains (Siemens / Alstom)
Van Bael & Bellis (Brussels)
On 6 February 2019, the European Commission (“Commission”) prohibited Siemens’ proposed acquisition of Alstom under the EU Merger Regulation. The deal would have combined Siemens’ and Alstom’s transport equipment and service activities in a new company fully controlled by Siemens. According to the (...)

The EU Commission prohibits a merger in the railway sector and reaffirms that industrial policy objectives have no role to play when it comes to applying the EU merger control rules (Siemens / Alstom)
McDermott Will & Emery (Brussels)
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McDermott Will & Emery (Paris)
BIGGER IS BETTER . . . OR MAYBE NOT: THE SIEMENS/ALSTOM RAILWAY ME* The European Commission recently reaffirmed that industrial policy objectives have no role to play when it comes to applying the EU merger control rules. Despite unusually intense industrial and political pressure to get the (...)

The EU Commission prohibits a merger in the rolled copper products market (Wieland / Aurubis / Schwermetall)
DG COMP (Brussels)
Mergers: Commission prohibits Wieland’s proposed acquisition of Aurubis Rolled Products and Schwermetall* The European Commission has prohibited, under the EU Merger Regulation, Wieland’s proposed acquisition of Aurubis Rolled Products and Aurubis’ stake in Schwermetall. It had serious concerns (...)

The EU Commission prohibits a merger in the railway signaling systems market and very high-speed trains sector (Siemens / Alstom)
DG COMP (Brussels)
Mergers: Commission prohibits Siemens’ proposed acquisition of Alstom* The European Commission has prohibited Siemens’ proposed acquisition of Alstom under the EU Merger Regulation. The merger would have harmed competition in markets for railway signalling systems and very high-speed trains. The (...)

The South African Competition Tribunal hears arguments for merger which would result in a 90% share in the market for steel drums (Greif / Rheem)
Toulouse School of Economics
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University of Witwatersrand (Johannesburg)
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European University Institute (Florence)
Abstract In this paper, we use a differentiated- products oligopoly model to assess the impact on competition of a merger between Greif and Rheem South Africa. Both parties are active in the industrial packaging products sector. The parties’ activities overlap, among others, in the production (...)

The German Competition Authority prohibits a merger in the bearing production sector (Miba / Zollern)
German Competition Authority (Bonn)
Bundeskartellamt prohibits merger between Miba and Zollern in bearing production sector* The Bundeskartellamt has prohibited the launch of a joint venture between Miba AG, Laakirchen (Austria), and Zollern GmbH & Co. KG, Sigmaringen. The companies had planned to pool their hydrodynamic (...)

The EU Court of Justice upholds the General Court’s ruling that annulled the Commission’s decision prohibiting a merger in the parcel delivery market (UPS / TNT)
Van Bael & Bellis (Brussels)
On 19 January 2019, the Court of Justice of the European Union (“ECJ”) upheld on due process grounds the 2017 judgment of the General Court (“GC”) annulling the decision of the European Commission (“Commission”) in the UPS/TNT Express merger (Case C-265/17P, Commission v. United Parcel Service). The (...)

The EU Court of Justice rules that the Commission violates rights of defence when it failed to share the final economic model used in its decision to block a merger (UPS / TNT)
Jones Day (Brussels)
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Jones Day (Paris)
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Jones Day (Brussels)
In Short The Development: The European Court of Justice ("ECJ") ruled that the European Commission ("Commission") violated UPS’s rights of defense when it failed to provide UPS with the final economic model used in its decision to block UPS’s proposed acquisition of TNT in 2013. The Result: The (...)

The EU Court of Justice dismisses the Commission’s appeal against the annulment of its decision to prohibit a merger in the parcel delivery market (UPS / TNT)
White & Case (Brussels)
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White & Case (Brussels)
This article has been nominated for the 2020 Antitrust Writing Awards. Click here to learn more about the Antitrust Writing Awards. EU Court confirms the need for transparency and full disclosure of economic analyses in EU merger cases (UPS/TNT)* On 16 January 2019, the Court of Justice of (...)

The EU Commission submits a note on the suspensory effects of merger notifications and gun-jumping as part of OECD roundtable discussions
Kirkland & Ellis (London)
The EU OECD paper on gun-jumping* Gun-jumping is a “hot topic” and increasingly on the radar of competition authorities in Europe and across the globe. As part of the OECD roundtable discussions, the European Union (and a number of other countries) recently submitted a note on the suspensory (...)

The Massachusetts Health Policy Commission identifies significant competitive overlap in a proposed merger of several hospital systems as it would enhance the bargaining leverage with insurers (Beth Israel Lahey Health / Partners HealthCare)
Bates White (Washington)
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Bates White (Washington)
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Bates White (Washington)
This article has been nominated for the 2020 Antitrust Writing Awards. Click here to learn more about the Antitrust Writing Awards. A STRONGER SECOND COMPETITOR? ANALYZING THE COMPETITIVE EFFECTS OF THE BETH ISRAEL LAHEY HEALTH TRANSACTION* I. BACKGROUND Could a merger between rival firms (...)

The EU Court of Justice Advocate General Kokott issues an opinion supporting the rights of defence of merging parties (UPS / TNT)
Van Bael & Bellis (Brussels)
On 25 July 2018, Advocate General (“AG”) Kokott issued an Opinion in which she concludes that the General Court (“GC”) was correct to annul the Commission’s 2013 decision to prohibit UPS’s acquisition of its package delivery rival, TNT Express. In the decision, the Commission relied upon a “price (...)

The OECD holds a roundtable on considering non-price effects in merger control
OECD - Competition Division (Paris)
1. Introduction 1. When firms compete, they make a range of decisions about the characteristics of their products. Consumers make purchasing decisions based on at least some of these characteristics, which determine the value they obtain from the product. Price is one such characteristic, but (...)

The Singaporean Competition Authority prohibits a proposed merger in the market of supply of maritime products leading the companies to abandon the deal (Wilhelmsen Maritime Services / Drew Marine Technical Solutions)
Baker McKenzie (Singapore)
Merger Control Infringement Decision - Consumer Commission of Singapore* On 25 May 2018, the Competition and Consumer Commission of Singapore (’CCCS’) provisionally concluded that the proposed merger between Wilhelmsen Maritime Services AS (“WMS”) and Drew Marine Technical Solutions (“DMTS”) was (...)

The US FTC challenges a merger due to the potential negative effects it caused in the market of marine water treatment for chemicals (Drew Marine Group / Wilhelmsen Maritime Services)
Economists Incorporated (Washington)
FTC ALLEGES "GLOBAL FLEETS" IN CHALLENGE TO WILHELMSEN’S ACQUISITION OF DREW MARINE* The Federal Trade Commission (“FTC”) recently issued an administrative complaint and amended complaint challenging the proposed acquisition of Drew Marine Group (“Drew”) by Wilhelmsen Maritime Services (...)

The US FTC issues an administrative complaint challenging a merger in the global fleet market which can increase the risk of price discrimination and reduce competition (Wilhelmsen Maritime / Drew Marine)
McDermott Will & Emery (Washington)
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McDermott Will & Emery (Washington)
The Federal Trade Commission (FTC) recently announced that it has challenged a merger between Wilhelmsen Maritime Services (Wilhelmsen) and Drew Marine Group (Drew) because of an overlap in service to “global fleet customers,” a narrow customer segment that purchases marine water treatment (...)

The German Competition Authority prohibits a merger on the ticket sale market for live entertainment (CTS Eventim / Four Artists)
German Competition Authority (Bonn)
Bundeskartellamt prohibits merger between CTS Eventim and Four Artists* The Bundeskartellamt has prohibited the planned acquisition by CTS Eventim AG & Co. KGaA of the majority of shares in the companies belonging to Konzert- und Veranstaltungsagentur Four Artists - Four Artists Booking (...)

The Turkish Competition Authority prohibits a merger in the shipping market despite remedies offered by the merging parties (UN Ro-Ro / Ulusoy)
Erdem & Erdem (Istanbul)
The Competition Board (“Board”), in its decision dated 9.11.2017 and numbered 17-36/595-259 (“Decision”), has rejected the acquisition of the full shares of Ulusoy Deniz Taşımacılığı A.Ş., Ulusoy Gemi İşletmeleri A.Ş., Ulusoy Ro-Ro İşletmeleri A.Ş., Ulusoy Ro-Ro Yatırımları A.Ş., Ulusoy Gemi Acenteliği A.Ş., (...)

The US FTC files an administrative complaint challenging a proposed acquisition in the market for third-party paid referral services for senior living facilities and enters into a consent decree (Red Venture / Bankrate)
Shearman & Sterling (Washington)
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Shearman & Sterling (Washington)
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Shearman & Sterling (Washington)
This article has been nominated for the 2018 Antitrust Writing Awards. Click here to learn more about the Antitrust Writing Awards. On November 3, 2017, the Federal Trade Commission filed a complaint challenging Red Ventures’ proposed acquisition of Bankrate. The FTC alleged that the deal (...)

The Lithuanian Supreme Administrative Court upholds the Competition Authority’s decision to block a merger between malt producers (Viking Malt)
Lithuanian Competition Authority (Vilnius)
Supreme Administrative Court of Lithuania: Competition Council legitimately blocked merger between malt producers* The Supreme Administrative Court of Lithuania (Court) upheld the Competition Council’s decision, according to which the Council prohibited the acquisition of 100 per cent of (...)

The US DoJ files a complaint seeking to partially unwind a merger between two producers of aviation fuel filtration products on the basis that it substantially lessens competition in the market (Clarcor / Parker-Hannifin)
Freshfields Bruckhaus Deringer (Washington)
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Freshfields Bruckhaus Deringer (Washington)
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Freshfields Bruckhaus Deringer (Washington)
On September 26, 2017 the Antitrust Division of the United States Department of Justice (DOJ) filed a complaint in the US District Court for the District of Delaware seeking to partially unwind a merger between two producers of aviation fuel filtration products. In its complaint, the DOJ (...)

The German Higher Regional Court in Düsseldorf upholds the Competition Authority’s decision to prohibit a merger between two supermarket chains (EDEKA / Kaiser’s Tengelmann)
European Commission (Brussels)
Düsseldorf Higher Regional Court confirms prohibition of EDEKA/Kaiser’s Tengelmann merger* Bonn, 24 August 2017: Yesterday the Düsseldorf Higher Regional Court rejected appeals filed by EDEKA and Kaiser´s Tengelmann against the Bundeskartellamt’s prohibition of the merger between the super market (...)

The US FTC sues to block the proposed physician acquisition group by a health system due to the possibility to create very high market shares (Sanford Health / Mid-Dakota Clinic)
McDermott Will & Emery (Washington)
With its latest lawsuit to block an acquisition of physicians, the Federal Trade Commission (FTC) confirmed last week that monitoring physician consolidation is a priority. The FTC and North Dakota Attorney General sued to block the proposed acquisition by a health system (Sanford Health) of (...)

The EU Commission prohibits acquisition of the largest national cement producer by the largest national cement importers due to insufficient divestment to fully eliminate competition concerns (HeidelbergCement / Schwenk / Cemex Hungary / Cemex Croatia)
Freshfields Bruckhaus Deringer (Brussels)
HeidelbergCement/Schwenk/Cemex Hungary/Cemex Croatia - Cement travelling across borders* In a nutshell: The acquisition of Cemex Croatia would have seen DDC transform from an expanding importer in Croatia into the largest Croatian incumbent, and customers could have no longer benefitted from (...)

The EU Commission issues a decision prohibiting a merger between two stock exchange companies due to the risk of foreclosure in the markets for post-trade services (Deutsche Börse / London Stock Exchange Group)
Compass Lexecon (London)
Introduction On 29 March 2017, the European Commission issued its decision prohibiting the merger between Deutsche Börse AG (“DBAG”) and London Stock Exchange Group (“LSEG”). The Commission was concerned about, inter alia, the risk of foreclosure in the markets for post-trade services. In this (...)

The EU Commission blocks attempted merger between the two largest stock exchange operators in Europe, due to their inability to offer remedies that would prevent the creation of a de facto monopoly in the markets for fixed-income clearing (Deutsche Börse / London Stock Exchange)
DG COMP (Brussels)
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DG COMP (Brussels)
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DG COMP (Brussels)
DB/LSE - Assessing financial infrastructure markets: Network effects, service portfolios and viability of remedies* In a nutshell: The Commission prohibited the merger between the two largest European financial infrastructure groups, Deutsche Börse and London Stock Exchange, in March 2017. This (...)

The Latvian Competition Authority prohibits a food retail company from replacing a competitor on shopping center’s premises using merger prohibition (RIMI)
Konkurences padome (Riga)
The CC prohibits RIMI from opening a shop at the premises of “DOMINA SHOPPING”* On 12 January, the Competition Council of Latvia (the CC) adopted a decision to prohibit SIA “RIMI LATVIA” (RIMI) from using retail premises at the shopping centre “DOMINA Shopping” in Riga, the capital of Latvia. The CC (...)

The OECD holds a roundtable on agency decision-making in merger cases: prohibition and conditional clearances
OECD - Competition Division (Paris)
Executive Summary, by the Secretariat* Working Party No. 3 held a roundtable on 29 November 2016 on Agency Decision-Making in Merger Cases: From a Prohibition Decision to a Conditional Clearance. Considering the roundtable discussion, the delegates’ written contributions, presentations from the (...)

The OECD holds a roundtable on jurisdictional nexus in merger control regimes
OECD - Competition Division (Paris)
Executive summary, by the Secretariat * Considering the discussion at the roundtable held by Working Party No.3 on Co-operation and Enforcement on 15June 2016, the delegates’ submissions, the panellists’ presentations and the Secretariat’s background paper, several points are noted: 1. Merger (...)

The OECD holds a roundtable on public interest considerations in merger control
OECD - Competition Division (Paris)
Executive summary, by the Secretariat * Considering the discussion at the roundtable held by Working Party No. 3 on Co-operation and Enforcement on 14 June 2016, the delegates’ submissions, the panellists’ presentations and the Secretariat’s background paper, several points emerged: 1. (...)

The Turkish Administrative Court annuls an acquisition in the alcoholic beverages sector and refers it back to the Competition Board (ABI / SAB Miller)
Erdem & Erdem (Istanbul)
Background In its decision dated 01.06.2016 and numbered 16-19/311-140 (“Decision”), the Turkish Competition Board (“Board”) evaluated the acquisition of SABMiller plc’s (“SAB Miller”) control by Anheuser-Busch InBev (“ABI”) (“Transaction”) and granted unconditional approval to the Transaction, which (...)

The US District Court for the District of Columbia grants the Federal Trade Commission’s request for a preliminary injunction halting a merger in the office supply superstores sector (Staples / Office Depot)
Skadden, Arps, Slate, Meagher & Flom (New York)
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Skadden, Arps, Slate, Meagher & Flom (New York)
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Skadden, Arps, Slate, Meagher & Flom (New York)
On May 10, 2016, Judge Emmet G. Sullivan of the U.S. District Court for the District of Columbia released his highly anticipated decision in the matter of Staples’ acquisition of Office Depot, granting the Federal Trade Commission’s (FTC) request for a preliminary injunction and effectively (...)

The EU Commission blocks a merger between two mobile networks due to the risk of price increase on the market (Telefónica / Hutchison)
Van Bael & Bellis (Brussels)
On 11 May 2016, the European Commission (“Commission”) prohibited the proposed acquisition of Telefónica’s O2 by Hutchison’s Three under the EU Merger Regulation. The Commission’s primary concern was that a combined Three/ O2 would have the ability and incentive to raise prices in the UK market for (...)

The EU Commission prohibits a merger between two telecommunication companies in the UK mobile market (Hutchison / Telefónica UK)
DG COMP (Brussels)
Mergers: Commission prohibits Hutchison’s proposed acquisition of Telefónica UK* The Commission has blocked the proposed acquisition of O2 by Hutchison under the EU Merger Regulation. It had strong concerns that UK mobile customers would have had less choice and paid higher prices as a result of (...)

The Lithuanian Competition Authority prohibits a merger between two managers of classified ads websites for real estate and vehicles (AS Eesti Meedia / AllePAL OÜ)
Lithuanian Competition Authority (Vilnius)
Competition Council: Merger between classified ads websites restricted competition* On 6 May 2016, the Competition Council (hereinafter – KT) prohibited a merger whereby in 2014 AS Eesti Meedia acquired 100 per cent of AllePAL OÜ shares. KT found that the merger restricted competition in the (...)

The German Minister for Economics and Energy conditionally approves a merger in the retail sector despite a previous prohibition decision by the Competition Authority (EDEKA / Tengelmann)
King & Wood Mallesons (Munich)
On 12 January 2016, the German Minister of Economics and Technology (Minister of Economics), Sigmar Gabriel, announced his intention to conditionally approve the proposed merger of retail chains EDEKA and Tengelmann by way of ministerial approval. The ministerial approval is a legal instrument (...)

The Dutch Industry Appeals Tribunal annuls decision blocking bakery merger (Continental Bakeries / A.A. ter Beek)
Van Bael & Bellis (Brussels)
On 11 February 2016, the Dutch Industry Appeals Tribunal (the “Tribunal”), the administrative court of last instance in competition law matters, annulled the decision of the Dutch Competition Authority (“DCA”) prohibiting the merger between Continental Bakeries and A.A. ter Beek. The Tribunal held (...)

The US District Court for the Northern District of Ohio denies the Federal Trade Commission’s bid to enjoin a company from acquiring its alleged potential competitor (Steris / Synergy)
Skadden, Arps, Slate, Meagher & Flom (Washington DC)
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Skadden, Arps, Slate, Meagher & Flom (New York)
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Skadden, Arps, Slate, Meagher & Flom (New York)
This article has been nominated for the 2016 Antitrust Writing Awards. Click here to learn more about the Antitrust Writing Awards. On September 24, 2015, the U.S. District Court for the Northern District of Ohio denied the Federal Trade Commission’s (FTC) bid to enjoin Steris Corporation (...)

The US District Court for the Northern District of Ohio denies the FTC bid for a preliminary injunction in a merger case (Steris / Synergy)
Squire Patton Boggs (Washington)
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Proskauer (Washington)
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Proskauer (Washington)
This article has been nominated for the 2016 Antitrust Writing Awards. Click here to learn more about the Antitrust Writing Awards. "Prophesy is a good line of business, but it is full of risks." Mark Twain could have been speaking about the FTC’s recent challenge to a merger between the (...)

The Dutch Competition Authority prohibits a merger in the hospital market (Albert Schweitzer Hospital / Rivas Zorggroep)
Netherlands Authority for Consumers & Markets (The Hague)
ACM prohibits proposed merger between two Dutch hospital groups* The Netherlands Authority for Consumers and Markets (ACM) has not approved the proposed merger of two hospital groups in the southwestern part of the Netherlands, near the cities of Dordrecht and Gorinchem: Albert Schweitzer (...)

The Turkish Competition Authority rejects an acquisition of the Marinas (Beta Marina / Setur)
Erdem & Erdem (Istanbul)
The Competition Board (“Board”) has rejected the acquisition of the full shares of Beta Marina Liman ve Çekek İşletmesi A.Ş. (“Beta Marina”) and Pendik Turizm Marina Yat ve Çekek İşletmesi A.Ş. (“Pendik Turizm”) by Setur Servis Turistik A.Ş. (“Setur”) in accordance with Art. 7 of Act No. 4054 on the (...)

The US Congress prepares the standardization of merger review processes used by the FTC and DOJ (SMARTER Act)
Wolters Kluwer (Riverwoods)
The SMARTER Act and Its Impact on Federal Merger Enforcement* Federal lawmakers are currently considering legislation that would eliminate differences in the procedures used by the Federal Trade Commission (FTC) and the Department of Justice Antitrust Division in challenging unconsummated (...)

The UK Court of Appeals brings some additional clarity on assets acquisition (Eurotunnel / SeaFrance)
Blackstone Chambers (London)
Asset acquisitions revisited* Earlier this year, I suggested that the law on when an asset acquisition might amount to a merger was somewhat opaque. The Court of Appeal’s decision in Eurotunnel II [2015] EWCA Civ 487 has brought some additional clarity, although the messy procedural history of (...)

The German Competition Authority prohibits a merger in the food retail market (Kaiser’s Tengelmann / Edeka)
German Competition Authority (Bonn)
Bundeskartellamt prohibits takeover of Kaiser’s Tengelmann by EDEKA* The Bundeskartellamt has prohibited the acquisition of around 450 Kaiser’s Tengelmann outlets by EDEKA. In the authority’s view the project would have considerably wors-ened competition conditions on a large number of highly (...)

The German Competition Authority blocks a merger between two food retailers with a strong position in different regional markets as it would impede effective competition in the food retail market (Kaiser’s Tengelmann / EDEKA)
Berlin School of Economics and Law (Berlin)
At the beginning of April 2015, the Bundeskartellamt blocked the merger between Edeka and Kaiser’s Tengelmann ("Tengelmann"), which had been notified in October 2014. In the proposed merger, Edeka intends to acquire approximately 450 outlets of Tengelmann. Both companies are food retailers with (...)

The Singaporean Competition Authority takes a provisional decision to block a proposed acquisition in the radiology and imaging services sector (RadLink-Asia / Fortis Singapore)
Allen & Gledhill (Singapore)
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Allen & Gledhill (Singapore)
On 16 March 2015, the Competition Commission of Singapore (“CCS”) announced that it had taken a provisional decision to block the proposed acquisition of RadLink-Asia Pte Limited (“RadLink”), a wholly owned subsidiary of Fortis Healthcare Singapore Pte. Limited (“Fortis Singapore”) by Medi-Rad (...)

The EU General Court upholds a Commission’s decision to prohibit a merger of two stock exchanges of financial derivatives (NYSE Euronext / Deutsche Börse)
Ramón y Cajal (Madrid)
Background information The ruling of the EU General Court of 9 March 2015 has fully upheld the decision in which the European Commission (the “Commission”) blocked the concentration between NYSE Euronext (“NYX”) and Deutsche Börse. NYX is a U.S holding formed in 2007 through the merger of NYSE (...)

The Italian Administrative Supreme Court reinstates a decision issued by the Competition Authority prohibiting a joint venture in the gas distribution sector (Isontina Reti Gas)
Legance - Studio Legale Associato (Rome)
By judgment No. 334 of 26 January 2015, the Italian Supreme Administrative Court (Consiglio di Stato) upheld two appeals brought by the Italian Competition Authority (Autorità Garante della Concorrenza e del Mercato, hereinafter “ICA”) and reinstated the ICA’s decision No. 24320 of 17 April 2013 (...)

The UK Competition Appeal Tribunal upholds that when a company acquires assets that can potentially be turned into a business activity such an acquisition can be considered a merger (Eurotunnel / SeaFrance / MyFerryLink)
Blackstone Chambers (London)
Eurotunnel: when buying assets is a merger* When is an asset acquisition a merger? As the Eurotunnel litigation shows, the answer is not clear-cut. The background is the 2011 liquidation of the cross-channel ferry company SeaFrance. It could not be sold as a going concern, so instead there (...)

The UK Competition Appeal Tribunal upholds the merger decision of the Competition Authority in a maritime transport case (Eurotunnel / SeaFrance / MyFerryLink)
United Kingdom’s Competition Authority - CMA (London)
The CMA has welcomed today’s judgment by the Competition Appeal Tribunal (CAT) to uphold the CMA’s decision to bar Eurotunnel from running its MyFerryLink service out of Dover, to safeguard competition.* The CAT’s judgment dismissed an appeal by Eurotunnel and Société Coopérative de Production de (...)

The Chinese MOFCOM publishes for the first time penalty decisions regarding merger control (Unigroup / RDA Microelectronics) (Western Digital / Hitachi)
AnJie Law (Beijing)
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Fangda Partners (Hong Kong)
MOFCOM Steps Up: Penalty Decisions Regarding Merger Control Published for the First Time* Two months after the National Development and Reform Commission (“NDRC”) published its last high-profile anti-monopoly penalty decisions (e.g.Japanese Auto Parts and Bearing Manufacturers case, Audi and (...)

The EU Commission publishes a White Paper on the application of merger control rules to the acquisition of non-controlling minority shareholdings with the objective of providing a more effective merger control regime
McDermott Will & Emery (Brussels)
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McDermott Will & Emery (Paris)
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Franklin (Paris)
COMMISSION PUBLISHES WHITE PAPER ON MINORITY SHAREHOLDINGS* On 9 July 2014, the EU Commission (Commission) published a White Paper (White Paper) entitled Towards more effective EU merger control. The White Paper sets out the Commission’s current thinking on the application of merger control (...)

The Australian Competition Tribunal receives an application for authorisation to acquire the assets of a power station following the opposition decision issued by the Competition Authority (AGL Energy / Macquarie Generation)
Australian Competition and Consumer Commission (Canberra)
AGL to seek Australian Competition Tribunal decision on Macquarie Generation* The Australian Competition and Consumer Commission acknowledges AGL’s application to the Australian Competition Tribunal which was filed today seeking an authorisation that an acquisition of Macquarie Generation be (...)

The Chinese MOFCOM blocks a joint venture in the shipping sector notwithstanding the fact that both U.S. and EU competition authorities had chosen not to challenge the transaction (MSC / CMA CGM / P3)
Davis Polk & Wardwell (New York)
For only the second time since it began reviewing mergers and joint ventures in 2008, when China’s Anti-Monopoly Law (AML) came into effect, China’s Ministry of Commerce (MOFCOM) has blocked a proposed transaction rather than addressing its competition and trade policy concerns through some form (...)

The Chinese MOFCOM prohibits the proposed shipping alliance between the world’s three largest liner shipping operators (P3 Alliance)
AnJie Law (Beijing)
No Way: Top Three Shipping Liners’ Proposed Alliance was Blocked by Chinese Watchdog* Introduction On the very last day of the statutory period for a merger review (i.e. June 17, 2014), China’s Ministry of Commerce (“MOFCOM”) rendered its decision to prohibit the proposed shipping alliance among (...)

The Swedish Competition Authority furthers an application for a prohibition order against the acquisition of the franchisors of the two largest national real estate chains (Swedbank Franchise / Svensk Fastighetsförmedling)
Swedish Competition Authority (Stockholm)
The Swedish Competition Authority is going to court to stop the real estate concentration* The Competition Authority is going to court to prohibit Swedbank Franchise from acquiring Svensk Fastighetsförmedling. The deal would significantly impede competition on a large number of local markets. (...)

The Lithuanian Competition Authority opens an investigation and finds that a refusal to negotiate a swap agreement for natural gas amounted to a breach of the merger conditions (Gazprom / Lietuvos dujos)
Lithuanian Competition Authority (Vilnius)
Lithuanian Competition Council fines OAO Gazprom for failing to comply with merger conditions* On 10 June, the Competition Council (KT) imposed a fine of 123,096,700 litas (approx. EUR 35,651,269) on OAO Gazprom for the failure to comply with merger conditions. In 2004, the KT allowed Gazprom (...)

The German Competition Authority prohibits a merger in the hospital sector between district clinics and a local clinical centre (Esslingen clinics)
German Competition Authority (Bonn)
Bundeskartellamt prohibits merger between hospitals in Esslingen* The Bundeskartellamt has prohibited plans of the administrative district of Esslingen and the town of Esslingen to merge the Esslingen district clinics (Kreiskliniken Esslingen) with the Esslingen clinical centre (Klinikum (...)

The German Competition Authority prohibits a merger in the hospital sector (Klinikum Esslingen / Kreiskliniken Esslingen)
Van Bael & Bellis (Brussels)
According to a press release issued on 15 May 2014, the German Federal Cartel Office (FCO) prohibited a proposed merger on the market for acute hospitals in the districts of Esslingen and Kirchheim/Nürtingen. Consistent with past decisions, the FCO examined the effects of the merger on narrow (...)

The Lithuanian Competition Authority imposes fines for the implementation of non-notified mergers and requires the undoing of a takeover in the petrol station market (Lukoil Baltija / Baltic Petroleum)
Lithuanian Competition Authority (Vilnius)
Competition Council fines Lukoil 11 817 700 LTL for implementing non-notified mergers* On 12 May, the Competition Council (the KT) fined UAB Lukoil Baltija 11 817 700 LTL ( ̴ 3 422 642 EUR) for implementing non-notified mergers and obligated the company to eliminate the breach. Having (...)

The Chinese MOFCOM publishes rules setting out the eligibility criteria for simple merger cases entitled to the simplified procedure
AnJie Law (Beijing)
At Last, MOFCOM Formally Adopted Simplified Merger Review Procedure* Introduction The Ministry of Commerce (“MOFCOM”) finally published the Guiding Opinions on Notification of Simple Cases of Concentration of Undertakings (the “Guiding Opinions”) on 18 April 2014, two months after the Interim (...)

The UK Court of Appeal holds that a foreign business can be blocked by the Competition Authority from acquiring another non-UK company where there is sufficient UK involvement (Akzo Nobel / Metlac)
Manchester University (Manchester)
Background to the judgement AkzoNobel NV (‘Akzo’) is incorporated in the Netherlands. It does not directly engage in activities in the UK. It is, however, at the peak of a complex corporate arrangement that comprises multiple subsidiary companies. Part of this corporate arrangement is a sizable (...)

The German Federal Court of Justice clarifies the requirements for state liability in case of an illegal prohibition of a merger by the Competition Authority (GN Store Nord II)
Jones Day (Brussels)
The case before the Oberlandesgericht, (Higher District Court of Düsseldorf (OLG Düsseldorf)) related to a damages claim brought by Phonak against the Federal Republic of Germany based on the German rules of state liability (Section 839(1)(1) of the German Civil Code (BGB) in conjunction with (...)

The Chinese MOFCOM announces it will publicise the decisions regarding the administrative penalties of undertakings which did not submit a notification prior to the implementation of their merger
AnJie Law (Beijing)
Non-filers Beware: MOFCOM Takes More Strict Approach* Introduction On March 21, 2014, the PRC Ministry of Commerce (“MOFCOM”) announced that it decided to publicize the decisions of administrative penalties of undertakings which did not submit a notification prior to the implementation of their (...)

The South African Government intervenes in favour of allowing the implementation of an acquisition in the agricultural sector (AFGRI / AgriGroupe)
Primerio (Washington)
Worrying trends in South African merger control – Government’s abuse of process continues unabated* Secret deals sideline competition authorities In what can only be described as a significant step backwards in ensuring that the more established of the emerging economies enforce the application (...)

The Australian Competition Authority prohibits the acquisition of two power stations by the main electricity retailer (AGL Energy / Macquarie Generation)
Australian Competition and Consumer Commission (Canberra)
ACCC opposes AGL’s proposed acquisition of Macquarie Generation* The Australian Competition and Consumer Commission has today announced that it will oppose the acquisition of the assets of Macquarie Generation by AGL Energy Limited (AGL). The ACCC considers that the proposed acquisition is (...)

The Rotterdam District Court upholds the decision of the Dutch Competition Authority blocking a merger in the rusk and gingerbread sector (A.A. ter Beek / Continental Bakeries)
Stibbe (Amsterdam)
1. Introduction On 14 December 2012, the Dutch Competition Authority (formerly "NMa", currently "ACM") blocked the proposed acquisition of A.A. ter Beek B.V. by Continental Bakeries B.V. (jointly the "Parties") (the "Merger") . Both companies are involved in the production of rusk and (...)

The UK Parliament proposes that Ofcom be allocated decision-making power in mergers raising potential media plurality concerns
UEA law school - Centre for Competition Policy (Norwich)
Article published on Centre for Competition Policy blog. Ofcom: A Credible Solution to Bias in Media Public Interest Mergers?* On 4 February, the House of Lords Select Committee on Communications published its Report on Media Plurality proposing a number of changes to media ownership (...)

The US FTC challenges a merger in the hospital sector between a physician practice group and a hospital (Saint Alphonsus Medical Center-Nampa / St. Luke’s Health System)
Covington & Burling (Washington)
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Covington & Burling (Washington)
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Covington & Burling (Washington)
In late January, the U.S. Federal Trade Commission (FTC) prevailed in a challenge to a hospital merger involving an issue of great significance to the current health care marketplace: the acquisition of physician practice groups. In Saint Alphonsus Medical Center-Nampa v. St. Luke’s Health (...)

The Moscow Arbitration Court upholds the decision of the Russian Competition Authority refusing to approve a merger in the electric power sector (Gazprombank / Moesk)
Russian Federal Antimonopoly Service (Moscow)
The Supreme Arbitration Court of the Russian Federation pronounced legitimacy of a refusal to satisfy a transaction by “Gazprombank” OJSC* On 24th January 2014, the Supreme Arbitration Court (VAC) of the Russian Federation dismissed a claim of “Gazprombank” OJSC to transfer a case to the Presidium (...)

The Australian Competition Authority opposes a proposed acquisition in the radiology sector (Delta Imaging / Sonic Health)
Australian Competition and Consumer Commission (Canberra)
ACCC to oppose Sonic’s acquisition of the assets of Delta Imaging Group* The Australian Competition and Consumer Commission has announced it will oppose the proposed acquisition by Sonic Healthcare Limited (Sonic) of assets of Delta Imaging Pty Limited (in liquidation), Delta Imaging Maitland (...)

The US Court of the Northern District of California decides against the acquisition of a competitor on the basis that it would lead to anticompetitive effects in the sector of product ratings and review platforms (Bazaarvoice / PowerReviews)
McDermott Will & Emery (Washington)
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McDermott Will & Emery (Brussels)
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McDermott Will & Emery (Dusseldorf)
JUDGE RULES IN FAVOR OF DOJ FINDING BAZAARVOICE/POWERREVIEWS MERGER ANTICOMPETITIVE* On January 8, 2014, Judge Orrick of the Northern District of California ruled that Bazaarvoice’s acquisition of competitor PowerReviews violated Section 7 of the Clayton Act. The ruling was in favor of the (...)

The US District Court for the Northern District of California rules against a non-reported acquisition in the sector of product ratings and review platforms (Bazaarvoice / PowerReviews)
Wolters Kluwer (Riverwoods)
Combination of online consumer review platforms Bazaarvoice and PowerReviews found to violate Clayton Act* Last week, the federal district court in San Francisco ruled that Bazaarvoice Inc.’s June 2012 acquisition of PowerReviews Inc. violated Sec. 7 of the Clayton Act. In a “necessarily lengthy (...)

The US District Court for the Northern District of California finds evidence that the merging parties expected the transaction to have anticompetitive effects (Bazaarvoice / PowerReviews)
Orrick, Herrington & Sutcliffe (San Francisco)
Another Example of Why You Should Follow the “New York Times” Rule — the Bazaarvoice Decision* Have you heard of the New York Times rule? The rule is: don’t write something down in a business communication unless you’re comfortable with its text appearing in the New York Times. If everyone followed (...)

The South African Constitutional Court sets aside a costs order decided by the Competition Appeal Court to overturn a merger prohibition decision (Pioneer Hi-Bred International / Pannar Seeds)
RBB Economics (London)
How to (almost) gut an agency – the final twist in the maize seeds case?* On 18 December 2013, the Constitutional Court of South Africa (“Constitutional Court”) handed down its decision in an appeal by the Competition Commission (“Commission”) against an unprecedented costs order imposed by the (...)

The EU Commission issues a reform package to simplify and streamline the EU merger control regime
McDermott Will & Emery (Brussels)
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McDermott Will & Emery (Brussels)
EUROPEAN COMMISSION SIMPLIFIES ASPECTS OF EU MERGER CONTROL* The European Commission (Commission) has issued a package of measures (the Reform Package), the rationale for which is to simplify and streamline EU merger control. The Reform Package does this by extending “simplified” treatment to (...)

The UK Competition Authority finds there is insufficient evidence that a merger in the hospital sector could provide specific benefits for patients which would outweigh the harm from the loss of competition and choice (Dorset Foundation Trusts)
UEA law school - Centre for Competition Policy (Norwich)
Article published on Centre for Competition Policy blog. The Meaning of ‘Relevant Customer Benefits’ in the Context of Health Care: Monitor’s Advice and the Competition Commission’s Response to the Dorset Foundation Trusts’ merger* On 17 October, the Competition Commission (CC) blocked the (...)

The Lithuanian Competition Authority prohibits a merger in the markets foreign language teaching material and school textbooks (AL Holding / Humanitas)
Raimundas Moisejevas (Vilnius)
Background On 16 May 2013, the Lithuanian Competition Council received request of UAB AL Holding to acquire up to 100 percent of the shares of UAB “Humanitas”. On 11 October 2013, the Lithuanian Competition Council passed resolution that procedure concerning evaluation of the request of UAB AL (...)

The Lithuanian Competition Authority sends a warning to an oil company suspected of having implemented a merger without previous notification (Lukoil Baltija)
Lithuanian Competition Authority (Vilnius)
Competition Council closes investigation on possibly unnotified mergers implemented by UAB Lukoil Baltija within the market of fuel retail trade* On November 6, the Competition Council (the Council) sent a Statement of Objections to UAB Lukoil Baltija suspected of having infringed the Law on (...)

The OECD holds a roundtable on remedies in cross-border merger cases
OECD - Competition Division (Paris)
Executive summary, by the Secretariat * Considering the discussion at the roundtable, the Note by the Secretariat as well as the delegates’ written submissions, several key points emerge: (1) Cross-border mergers raise specific challenges for competition authorities reviewing the transaction (...)

The Australian Competition Authority releases new guidelines for merger review
Australian Competition and Consumer Commission (Canberra)
ACCC publishes updated informal merger review process guidelines* The Australian Competition and Consumer Commission has released the ACCC’s Informal Merger Review Process Guidelines 2013. This follows a consultation process on a draft of the Guidelines with key stakeholders in July, including (...)

The Irish Competition Authority launches a public consultation on the new draft merger guidelines
Irish Competition Authority (Dublin)
Competition Authority public consultation on Merger Guidelines * The Competition Authority launches a public consultation on draft revised merger guidelines which aim to provide guidance on how we investigate and analyse mergers and acquisitions when deciding whether or not they will (...)

The EU Commission conditionally clears a merger between two US commercial airlines while the US DOJ sues to block the transaction (US Airways / American Airlines)
Van Bael & Bellis (Brussels)
On 5 August 2013, the European Commission conditionally approved the proposed merger between US Airways Group and AMR Corporation, the parent company of American Airlines. Both US Airways and American Airlines are major US commercial airlines. The Commission examined the competitive (...)

The German Competition Authority prohibits a previously approved acquisition in the healthcare sector as the acquirer no longer intends to comply with conditions for clearance (Asklepios / Rhön)
German Competition Authority (Bonn)
Participation of Asklepios Group in rival Rhön-Klinikum retroactively prohibited - Asklepios no longer intends to comply with condition for clearance (sale of Goslar clinics)* Bonn, 30 July 2013: In spring this year the Bundeskartellamt approved plans by Asklepios Kliniken (...)

The Namibian Competition Authority prohibits merger deal in the energy sector under the new merger control regime (Namox / Puma)
Computer and Communications Industry Association (CCIA) (Washington D.C.)
On 22 July 2013, the Competition Commission of Namibia prohibited the acquisition of Puma Pty Ltd’s Liquified Petroleum Gas (LPG) by Namox Pty Ltd for two main reasons: (i) the merger would have increased the concentration and consolidated the dominant position of the merged entity in the market (...)

The Swedish Competition Authority seeks to block acquisition in the wholesale services market for locksmiths (Assa Abloy / Prokey)
Swedish Competition Authority (Stockholm)
The Swedish Competition Authority want to stop Assa Abloy from acquiring Prokey* The planned acquisition of Prokey AB by Assa Abloy AB means that Assa Abloy would gain a monopoly position in the wholesale services market for locksmiths. The Swedish Competition Authority is therefore taking the (...)

The Swedish Competition Authority requests the prohibition of an acquisition in the wholesale services market for locksmiths (Assa Abloy / Prokey)
Van Bael & Bellis (Brussels)
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Van Bael & Bellis (Brussels)
On 12 July 2013, the Swedish Competition Authority (SCA) announced that it has submitted an application to the Stockholm City Court requesting the prohibition of a planned acquisition of locksmiths company Prokey AB by Assa Abloy AB. Prokey is one of two companies active in the wholesale (...)

The EU Commission opens consultations seeking views on possible improvements of the merger regulation, in particular extending its scope to the acquisition of non-controlling minority shareholdings
Baker McKenzie (Brussels)
Minority Report? The EC’s public consultation on minority shareholdings* On 25 June 2013, the European Commission launched a public consultation entitled “Towards more effective EU Merger Control” in which the Commission proposes to (i) expand its powers to review non-controlling minority (...)

The Finnish Competition Authority decides to investigate the market impact of an acquisition on the pay-TV market (DNA & Plus TV)
Finnish Competition and Consumer Authority (Helsinki)
FCCA to investigate the market impact of deal between DNA and PlusTV* The Finnish Competition and Consumer Authority (FCCA) decided on 24 June 2013 to initiate further proceedings concerning an acquisition that will give DNA Oy a controlling interest in Digi TV Plus Oy. Both parties of the (...)

The UK Competition Appeal Tribunal upholds the Competition Authority’s decision to prohibit the merger of two foreign companies in the supply market of metal packaging coatings for beer and beverage cans (Akzo Nobel / Metlac)
Manchester University (Manchester)
On 21 June 2013, the Competition Appeal Tribunal (the “CAT”) upheld the UK Competition Commission’s (“CC”) finding on 21 December 2012 that Akzo Nobel N.V.’s (“Akzo Nobel”) proposed acquisition of Metlac Holding S.r.l. (“Metlac Holding”) would lead to a substantial lessening of competition in the market (...)

The UK Competition Authority rules that the operators of channel tunnel between Great Britain and France may no longer offer ferry services from Dover (Eurotunnel / SeaFrance / MyFerryLink)
Jones Day (London)
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United Kingdom’s Competition Authority - CMA (London)
The UK Competition Commission (“CC”) has prohibited Eurotunnel from operating ferry services at the port of Dover, following its June 2012 acquisition of three SeaFrance vessels. The decision is notable for two reasons. First, this decision differed from that of the French Competition Authority (...)

The Finish Competition Authority welcomes the Market Court’s decision to conditionnally approve a merger between two suppliers of plastic infrastructure pipe systems (Uponor / KWH)
Finnish Competition and Consumer Authority (Helsinki)
Competition and Consumer Authority welcomes Market Court decision in Uponor/KWH matter* The Finnish Market Court decided in its ruling on May 24, 2013 to set stringent conditions for a corporate acquisition deal by Uponor and KWH Group. The court ruled in accordance with a proposal made by the (...)

The US DoJ drops its case seeking to block a proposed acquisition of the remaining shares of a large brewery in Mexico (AB InBev / Grupo Modelo)
Westpac (Sydney)
This article was originally published on In Competition by King & Wood Mallesons (click here). Cheers for the beers* The US Department of Justice (DoJ) has dropped its case seeking to block Anheuser-Busch InBev’s (AB InBev) proposed acquisition of the remaining shares in Grupo Modelo (...)

The Italian Competition Authority applies the bidding markets analysis to block a merger in the gas distribution services sector (Italgas / Acegas-APS / Isontina Reti Gas)
Giannino SI (Monserrato)
By a decision made on 17 April 2013 the Italian Competition Authority (ICA) has prohibited the Italgas and Acegas-APS acquisition of the joint control of Isontina Reti Gas (IRG). The ICA believed that the notified transaction would strengthen the dominant position of Italgas and Acegas-APS in (...)

The Chinese MOFCOM issues two sets of draft rules regarding merger control and makes them subject to public consultation
AnJie Law (Beijing)
MOFCOM Speeds Up the Rule-Making Process* The week before the Chinese Qingming Festival, MOFCOM published two sets of draft rules regarding merger control for public consultation, namely, Provisions on Imposing Restrictive Conditions on Concentration of Undertakings (“Provisions on Imposing (...)

The Chinese MOFCOM publishes for public comment draft rules regarding the imposition of restrictive conditions on concentrations of undertakings
King & Wood Mallesons (Beijing)
Path towards A More Streamlined Merger Control System – MOFCOM Publishes Draft Rules on Merger Remedies* To increase clarity and transparency on the merger remedy regime under the Anti-Monopoly Law (“AML“), China’s Ministry of Commerce (“MOFCOM“) published the draft Rules Regarding Imposition of (...)

The UK Competition Authority may require an airline sell its minority shareholding to its rival company (Ryanair / Aer Lingus)
Van Bael & Bellis (Brussels)
On 28 February 2013 (one day after the European Commission blocked Ryanair’s third attempt to acquire Aer Lingus), the UK Competition Commission (“CC”) announced that it will reopen a long-running inquiry into Ryanair’s acquisition of a minority stake in Aer Lingus. This investigation has (...)

The EU Commission prohibits a low-cost airline’s third attempt to acquire its competitor (Ryanair / Aer Lingus)
Van Bael & Bellis (Brussels)
On 27 February 2013, the European Commission prohibited Irish low-cost airline Ryanair’s proposed acquisition of former Irish flag carrier Aer Lingus. Extensive remedy proposals proved insufficient to sway the Commission, which considered the two firms to be each other’s closest – and on (...)

The German Regional Court of Cologne rejects a damages claim made by a hearing aid manufacturer against the Competition Authority’s merger prohibition decision (GN Store Nord)
Van Bael & Bellis (Brussels)
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Van Bael & Bellis (Brussels)
In a judgment of 26 February 2013, the German Regional Court of Cologne rejected an action for damages in the amount of more than € 1.1 billion by Danish hearing-aid manufacturer GN Store Nord A/S against the German Federal Cartel Office (FCO). GN Store sought compensation from the FCO for (...)

The Finnish Competition Authority argues in Court against a merger between two suppliers of plastic infrastructure pipe systems (Uponor / KWH-Yhtymä)
Van Bael & Bellis (Brussels)
On 25 February 2013, the Finnish Competition and Consumer Authority (“FCCA”) made a proposal to the Market Court to prohibit a planned concentration between Uponor Oyj and KWH-Yhtymä Oyj, the two largest suppliers of plastic infrastructure pipe systems in Finland. This is only the third such (...)

The German Competition Authority prohibits a merger between two major TV-cable network operators (Tele Columbus / Kabel Deutschland)
German Competition Authority (Bonn)
Bundeskartellamt prohibits takeover of Tele Columbus by Kabel Deutschland* The Bundeskartellamt has prohibited plans by Kabel Deutschland Holding AG (KDG) to acquire the cable network operator Tele Columbus GmbH. Andreas Mundt, President of the Bundeskartellamt: ""After intensive (...)

The German Competition Authority prohibits merger between cable network operators (Tele Columbus / Kabel Deutschland)
Van Bael & Bellis (Brussels)
On 22 February 2013, the German Federal Cartel Office (“FCO”) prohibited the proposed acquisition of Germany’s third-largest cable network operator, Tele Columbus GmbH (“Tele Columbus”), by the country’s biggest cable network operator, Kabel Deutschland Holding AG (“Kabel Deutschland”). (...)

The EU Commission blocks a proposed acquisition in the express mail service sector (UPS / TNT)
European University Institute (Florence)
Thoughts on the Commission’s Decision in UPS/TNT* My back of the envelope analysis of the Commission’s prohibition decision in UPS/TNT, following yesterday’s GCLC lunch talk. Some facts first - With this decision, the Commission prohibited a merger to duopoly in the express mail business. The (...)

The EU Commission prohibits a merger due to a lack of verifiable arguments on efficiencies (UPS / TNT Express)
Van Bael & Bellis (Brussels)
On 7 May 2014, the European Commission published a summary version of its 30 January 2013 decision prohibiting the acquisition of package delivery service TNT Express by rival United Parcel Service (UPS) (see VBB on Competition Law, Volume 2013, No. 1). The Commission had prohibited the deal (...)

The German Competition Authority imposes a fine of 90.000 € for an incomplete notification regarding the acquisition of a slaughtering company (Clemens Tönnies)
German Competition Authority (Bonn)
Clemens Tönnies fined for incomplete notification of a merger* The Bundeskartellamt has imposed a fine of 90,000 euros on Mr Clemens Tönnies (senior) for the incomplete notification of the acquisition of the slaughtering company Tummel, Schöppingen, by his company group. The notification did not (...)

The US DoJ challenges an acquisition by a market leader in product ratings and reviews the platforms of its alleged closest competitor (Bazaarvoice / PowerReviews)
Wilson Sonsini Goodrich & Rosati (Washington)
On January 10, 2013, the U.S. Department of Justice sued Bazaarvoice, Inc. alleging that its acquisition of PowerReviews, Inc. in June 2012 violated Section 7 of the Clayton Act. The complaint alleges that Bazaarvoice was the market leader for product ratings and reviews platforms (PRR (...)

The Dutch Competition Authority blocks a merger between two companies involved in the production and sale of gingerbread and rusk to retailers on the Dutch market (A.A. ter Beek / Continental Bakeries)
Bird & Bird (Amsterdam)
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Greenberg Traurig (New York)
1. Introduction In its decision of 14 December 2012, the Dutch Competition Authority (hereafter "NMa") blocked the proposed acquisition of A.A. ter Beek B.V. by Continental Bakeries B.V. (hereafter: "the ruskmerger"). Both companies are involved in the production and sale of gingerbread and (...)

The US FTC and the Pennsylvania Attorney General jointly opposes a proposed acquisition in the health care industry (RHS / SIR)
Sheppard Mullin (San Francisco)
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Sheppard Mullin (Century City)
Large General Acute-Care Hospital Abandons Acquisition Of 15-Bed Surgical Specialty Center As A Result Of FTC Challenge* Just three days after the Federal Trade Commission, jointly with the Pennsylvania Attorney General, issued an administrative complaint challenging Reading Health System’s (...)

The German Competition Authority prohibits a joint venture in chemicals trading sector (Chemie / Vertrieb)
European Commission (Brussels)
Germany: The Bundeskartellamt prohibits Joint Venture in Chemicals Trading Sector* On 21 November 2012, the Bundeskartellamt (BKartA) issued a prohibition decision concerning a joint venture of two chemicals trading companies. The joint venture in question, CVH Chemie-Vertrieb GmbH & Co (...)

The German Competition Authority prohibits a hospital merger by rejecting the failing firm defence (Klinikum Worms / Hochstift hospitals)
Van Bael & Bellis (Brussels)
On 5 October 2012, details were published concerning a 5 September 2012 decision by the German Federal Cartel Office (“FCO”) prohibiting a proposed merger between two hospitals in Worms, a city on the west bank of the Rhine River in southwest Germany. According to the FCO, the proposed (...)

The Irish Competition Authority blocks an acquisition in the book selling business (Eason / Argosy)
Irish Competition Authority (Dublin)
Competition Authority intervenes to protect competition in book sales* On 1 October 2012 Eason & Son Limited and Argosy Libraries Limited have confirmed to the Competition Authority that they will not implement the proposed transaction whereby Eason would acquire certain assets of Argosy, (...)

The US FTC seeks divestiture and conduct remedies before approving an acquisition in the highly concentrated market of commercial real estate information (CoStar / Loopnet)
Venable (New York)
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Venable (Washington)
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Venable (Washington)
After a year of scrutiny, the Federal Trade Commission (FTC) resolved its competitive concerns over the merger of two firms that provide commercial real estate (CRE) listings and other data. In April 2011, CoStar Group, Inc. announced plans to acquire LoopNet, Inc. for approximately $860 (...)

The US FTC imposes divestiture and unusual conduct remedies to protect competition after an acquisition in commercial real estate databases and information services (CoStar / Loopnet)
Weil, Gotshal & Manges (Washington)
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Weil, Gotshal & Manges (Washington)
On April 26, 2012, the FTC challenged CoStar Group’s proposed $860 million acquisition of LoopNet and accepted a settlement that required not only divestitures, but also “unusual” additional conduct remedies. CoStar is the largest provider of commercial real estate (CRE) information services in (...)

The UK Competition Authority investigates the acquisition of Irish low-cost airline’s minority stake in former Irish flag carrier (Ryanair / Aer Lingus)
Herbert Smith Freehills (Brussels)
The acquisition of Ryanair’s minority stake in Aer Lingus is currently under investigation by the Competition Commission (CC) under the merger control regime of the Enterprise Act 2002, despite a series of jurisdictional challenges and a potentially conflicting transaction (a renewed bid by (...)

The Slovak Competition Authority prohibits a merger in the bakery industry (Agrofert / Euro Bakeries)
Agency for the Cooperation of Energy Regulators (ACER) (Ljubljana)
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Dagital Legal (Bratislava)
Factual background By its decision No. 2012/FH/3/1/029 of 29 June 2012, the Antimonopoly Office of the Slovak Republic ("AMO") prohibited the concentration of undertakings Agrofert Holding a. s., Czech Republic ("Agrofert") and Euro Bakeries Holding, a. s., Czech Republic ("Euro Bakeries") (...)

The Serbian Administrative Court annuls the decision of the Competition Authority prohibiting a merger between the two largest sugar producers in the Republic of Serbia (Sunoko / Hellenic Sugar Industry)
Fresenius Medical Care
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Kinstellar (Belgrade)
On 8 June 2012, the Serbian Administrative Court (the "Court") annulled the decision of the Serbian Competition Authority (the "Competition Authority") prohibiting a merger between Sunoko d.o.o. Novi Sad, with its registered seat at Novi Sad, the Republic of Serbia ("Sunoko"), and Hellenic (...)

The UK Competition Appeal Tribunal rejects appeal against merger remedies in the healthcare waste services industry (Stericycle / Ecowaste Southwest)
St John’s Chambers (Bristol)
UPDATE: Stericycle/Ecowaste merger: Competition Appeal Tribunal rejects appeal against remedies* An earlier post considered the Competition Commission’s (“CC”) prohibition of Stericycle’s completed acquisition of a competitor, Ecowaste Southwest. Having found that the merger would have resulted in (...)

The Polish second instance Court of Appeals in Warsaw upholds the prohibition decision of a merger in the energy sector by the Competition Authority (PGE)
Markiewicz & Sroczynski (Cracow)
I. The Facts Polska Grupa Energetyczna S.A. with its seat in Warsaw (“PGE”) is one of the four leading energy groups in Poland, the remaining three being Enea, Energa and Tauron. PGE intended to take control over Energa, through a conditional acquisition from the Minister of the State Treasury on (...)

The US DoJ announces that an executive of a South Korean company agreed to plead guilty to charges of obstruction of justice and to serve five months in prison for altering documents filed in connection with a proposed merger (Nautilus Hyosung / Triton Systems)
Sheppard Mullin (Washington)
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Sheppard Mullin (Washington)
Tampering With Documents In Connection With Hart-Scott-Rodino Merger Submissions Can Land You In Jail!* One does not usually associate the possibility of criminal penalties with the Hart-Scott-Rodino Act premerger review process. However, on May 3, 2012, the U.S. Department of Justice ("DOJ") (...)

The Tunisian Competition Authority rules on a merger case and considers that it lies within the notification threshold of national competition law (Carlyle Group / Gores Broadband)
Tunisian Competition Council (Tunis)
I. Introduction 1. Tunisia has been the first country in the Arab world in enacting a competition law since 1991. The enactment of the Tunisian competition law was a normal result of the open trade policy adopted by Tunisia in the earliest of 1990s. At that period, Tunisia has established a (...)

The UK Competition Authority requires an American company unwind a completed acquisition (Stericycle / Ecowaste Southwest Limited)
Jones Day (London)
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United Kingdom’s Competition Authority - CMA (London)
On 21 March, the Competition Commission ("CC") announced that it will require U.S. firm Stericycle to sell Ecowaste Southwest Limited ("ESL") – a company it bought just over a year ago. On what basis has the buyer found itself in such an unsatisfactory situation? The answer probably lies (...)

The UK Competition Authority prohibits a completed merger in the healthcare waste services industry requiring the divestment of the acquired business (Stericycle / Ecowaste Southwest)
St John’s Chambers (Bristol)
Competition Commission prohibition of completed merger a warning to companies that do not wait for UK merger clearance* Unlike in most countries, in the United Kingdom, the notification of mergers is voluntary and there is no waiting period that must expire before a merger can be completed. (...)

The German Competition Authority prohibits a merger between aerated concrete manufacturers (Xella / H+H)
Van Bael & Bellis (Brussels)
By decision of 12 March 2012, the German Federal Cartel Office (“FCO”) prohibited aerated concrete manufacturer Xella International Holdings S.à.r.l. (“Xella”) from acquiring its rival H+H International A/S (“H+H”). Xella, a building materials group from Luxemburg that is active in 30 (...)

The Danish Public Prosecutor fines an agricultural company who intentionally or by gross negligence failed to correct wrong information relevant to a merger notification (Danish Agro)
Danish Competition and Consumer Authority (Copenhagen)
Agricultural company pays fine in settlement for failure to correct wrong information relevant to a merger* On January 9, 2012, a Danish agricultural company entered into a settlement with the Public Prosecutor for infringing section 23 of the Danish Competition Act. The Danish agricultural (...)

The EU Commission blocks a merger due to its potential effect on EU financial derivatives traded on the stock exchange (NYSE Euronext / Deutsche Börse)
Mayer Brown (Paris)
,
Greenberg Traurig (London)
,
Noerr (Brussels)
On 1st February 2012, the European Commission adopted its decision prohibiting the USD 10.2 billion merger between Deutsche Börse (DB) and NYSE Euronext (NYSE). The decision is notable not the least because it is rare for the Commission to block a merger. Only 21 have been blocked compared (...)

The EU Commission blocks proposed merger of stock exchange groups as it would create a quasi-monopoly in the European exchange-traded derivatives industry (NYSE Euronext / Deutsche Börse)
Wolters Kluwer (Riverwoods)
Deutsche Börse and NYSE Euronext Blame “Narrow” Market Definition for EC’s Objection to Combination* Despite a U.S. Department of Justice decision to clear the deal, the European Commission (EC) today blocked the proposed merger of NYSE Euronext and Deutsche Börse. The EC determined that the (...)

The Serbian Competition Authority prohibits a three-to-two merger in the sugar market (Hellenic Sugar Industry / Sunoko)
University of Macau - Faculty of Law (Macau)
On 19 January 2012 the Serbian Competition Authority (KZK) prohibited the envisaged concentration on the sugar producing industry, which could lead to the creation of a duopoly (three-to-two) on the relevant market. On 9 August 2011 the KZK received a notification by the Serbian sugar producer (...)

The Serbian Competition Authority prohibits a merger between two of the largest national sugar producers (Hellenic Sugar Industry / Sunoko)
Fresenius Medical Care
,
Kinstellar (Belgrade)
On 19 January 2012, the Commission for the Protection of Competition of the Republic of Serbia (the “Competition Authority”) prohibited a merger between Sunoko d.o.o. Novi Sad, a company with its registered seat at Novi Sad, Republic of Serbia (“Sunoko”) and Hellenic Sugar Industry SA, a company (...)

Prohibited mergers: An overview of EU and national case law
Slaughter and May (Brussels)
,
Santander (London)
1. Prohibition decisions in perspective This Special e-Competitions Edition brings together nearly 70 articles dating back over the last 15 years or so, broadly related to decisions prohibiting mergers at both European and national level across more than 20 jurisdictions. These articles are (...)

The US DoJ issues statements regarding the abandonment of a proposed acquisition in the mobile wireless telecommunications industry (AT&T / T-Mobile)
University of California (Berkeley)
AT&T officially ends plans to acquire T-Mobile USA* As a reaction to the DOJ’s antitrust actions AT&T has now officially abandoned its plans to acquire T-Mobile USA for approx. $ 39 billion. In a news release from the 19th December 2011 AT&T said, that “after a thorough review of (...)

The US DoJ litigates to block a proposed acquisition in the mobile telecommunications industry (AT&T / T-Mobile)
Gibson Dunn (New York)
U.S. Department of Justice Litigates to Block Two Mergers* The U.S. Department of Justice (“DOJ”) has blocked two mergers in the past several months, in each case after filing a lawsuit against the merging parties. The first case involved a relatively small transaction in the digital tax (...)

The Chinese MOFCOM conditionally approves a merger between two leading hard drive disks manufacturers (Seagate / Samsung)
Jones Day (Beijing)
,
Gibson Dunn (Hong Kong)
,
Jones Day (Beijing)
China’s Ministry of Commerce (MOFCOM) has approved Seagate’s acquisition of the hard drive disk division of Samsung Electronics ("Samsung HDD") under China’s Anti-Monopoly Law ("AML"), but imposed conditions to ensure that Samsung, although controlled by Seagate, remains an independent competitor. (...)

The German Federal Court of Justice rules on appeal against a decision prohibiting a petrol station deal (Total / OMV)
Van Bael & Bellis (Brussels)
In a recently published judgment of 6 December 2011, the German Federal Court of Justice overturned a judgment in which the Higher Regional Court of Düsseldorf annulled a decision of the German Federal Cartel Office prohibiting the acquisition by Total Deutschland GmbH of 59 petrol (...)

The US District Court for the District of Columbia blocks a merger between two digital do-it-yourself tax preparation software providers giving insight on an S. 7 challenge of the Clayton Act (H&R Block / TaxAct)
Fordham Competition Law Institute - FCLI (New York)
United States v. H&R Block: The DOJ Invokes Brown Shoe to Shed the Oracle Albatross* On November 10, 2011, the U.S. Department of Justice won its first fully litigated merger challenge since its 2004 defeat in United States v. Oracle Corp. In the interim, the Federal Trade Commission had (...)

The US District Court stops a merger between two digital do-it-yourself tax preparation software providers as the proposed acquisition would have likely led to a lessening of competition in the relevant market (H&R Block / TaxAct)
United Nations Development Programme (UNDP)
DOJ prevents H&R block acquisition as epic battle with AT&T looms* In what may be one of the more ironic uses of taxpayer-funded litigation, the DOJ scored an important victory by preventing tax-prep software company H&R Block’s acquisition of its competitor - TaxAct. U.S. District (...)

The US District Court for the District of Columbia prohibits proposed acquisition of tax software makers as it violates S. 7 of the Clayton Act (H&R Block / TaxAct)
Wolters Kluwer (Riverwoods)
Proposed Combination of Tax Software Makers Violates Section 7 of the Clayton Act* The federal district court in Washington, D.C. yesterday released its Memorandum Opinion explaining its October 31 order enjoining H&R Block, Inc.’s proposed acquisition of 2SS Holdings, Inc.—the maker of (...)

The US District Court for the District of Columbia upholds the DoJ’s block of a proposed merger between two sellers of digital tax software (H&R Block / TaxAct)
Gibson Dunn (New York)
U.S. Department of Justice Litigates to Block Two Mergers* The U.S. Department of Justice (“DOJ”) has blocked two mergers in the past several months, in each case after filing a lawsuit against the merging parties. The first case involved a relatively small transaction in the digital tax (...)

The Serbian Competition Authority rejects a merger application because the parties failed to produce evidence demonstrating their “serious intent” to consummate the transaction (Sudosteuropa / Novisti)
University of Macau - Faculty of Law (Macau)
On 12 October 2011 the Serbian Competition Authority (KZK) rejected the individual merger application of OST Holding Sudosteuropa GmbH(OST) (acquiring undertaking), which intended to acquire indirect control over the Serbian newspaper company Novosti. The KZK’s decision was based on the failure (...)

The US DoJ joins seven States to block the proposed merger between two of the four largest national providers in the mobile wireless telecommunication services (AT&T / T-Mobile)
Wolters Kluwer (Riverwoods)
Seven States Join U.S. in Suit to Block AT&T’s Acquisition of T-Mobile* The Attorneys General of California, Illinois, Massachusetts, New York, Ohio, Pennsylvania, and Washington have signed on to the U.S. Justice Department’s complaint challenging AT&T, Inc.’s proposed $39 billion (...)

The Estonian Competition Authority prohibits a merger between two postal service providers on the basis of the national merger regulation (Aktsiaselts Eesti Post / Express Post)
Cobalt Legal (Tallinn)
On 16 September 2011, the Estonian Competition Authority (ECA) prohibited merger between two postal service providers Aktsiaselts Eesti Post (Eesti Post) and AS Express Post (Express Post) in the second phase. First of all, it should be noted that Eesti Post is a state-owned near-monopoly (...)

The US DoJ announces it will challenge the proposed merger between two of the four largest providers of mobile wireless telecommunications services (AT&T / T-Mobile)
Wolters Kluwer (Riverwoods)
AT&T’s Planned Acquisition of T-Mobile Challenged by Justice Department* The U.S. Department of Justice today moved to block AT&T Corporation’s proposed acquisition of T-Mobile USA Inc. According to the Justice Department, the proposed acquisition would combine two of the four largest (...)

The Italian Competition Authority blocks a proposed acquisition of two active undertakings of the electricity sector due to the parties market shares and the increased barriers to entry (Compagna Valdostana delle Acque / Deval / Vallenergie)
McDermott Will & Emery (Paris)
ITALIAN COMPETITION AUTHORITY BLOCK PROPOSED ACQUISITION* On 8 August 2011, the Italian Competition Authority blocked the proposed acquisition by Compagnia Valdostana delle Acque (CVA) of Deval and Vallenergia, both active in the retail sale of electricity in Valle d’Aosta, a mountain region in (...)

The Italian Competition Authority blocks a merger in the electricity market of Italy’s smallest region and suggests the region remove existing regulatory barriers to reconsider its assessment (Compagna Valdostana delle Acque / Deval / Vallenergie)
Ministero delle Infrastrutture e Trasporti (MIT)
Introduction On the 4th of August 2011 the Italian Competition Authority (hereinafter «ICA«) brought a phase II merger to an unusual conclusion. The proceeding was opened in order to assess competition issues arising from a proposed merger involving electricity operators active in the markets (...)

The UK Competition Appeal Tribunal upholds the Competition Authority’s decision that it is "in time" to investigate the acquisition of a minority shareholding in a merger case concerning the air transport sector (Ryanair / Aer Lingus)
Herbert Smith Freehills (Brussels)
All views expressed are strictly personal views of the author. The present case note does not constitute legal advice and should not be relied on as such. The author would like to thank Natalia Sivakumaran, associate at Herbert Smith LLP in London, for her assistance with the preparation of (...)

The Serbian Competition Authority starts an in-depth merger investigation two years after the initial notification was submitted (Holding Sudosteuropa)
University of Macau - Faculty of Law (Macau)
On 9 May 2011 Serbian Competition Authority (KZK) rejected the appeal of OST Holding Sudosteuropa GmbH(OST) against KZK‘s decision to initiate an in-depth investigation into the OST’s proposed acquisition of indirect control over the Serbian newspaper company Novosti. In its decision KZK (...)

The Brazilian Administrative Council for Economic Defence approves the first voluntary divestment transaction (Owens Corning / Chongqing Polycomp International)
Inglez, Werneck, Ramos, Cury e Françolin Advogados (Sao Paulo)
Brazil’s first voluntary divestment was approved by the Administrative Council for Economic Defence (CADE), involving the sale by the U.S. fibreglass manufacturer Owens Corning of its Brazilian fibreglass reinforcement plant to Chongqing Polycomp International Corporation, a Chinese company. On (...)

The Polish Competition Court upholds a merger prohibition decision in the market for waste battery treatment (Baterpol / Orzeł Biały)
Van Bael & Bellis (Brussels)
The Polish Court of Competition and Consumer Protection recently upheld two decisions of the Polish Competition Authority prohibiting concentrations, one in the market for railway turnouts and another in the market for waste battery treatment. In the second case, decided on 13 April 2011, the (...)

The Polish Competition Court upholds a merger prohibition decision in the market for railway turnouts (Cogifer / Koltram)
Van Bael & Bellis (Brussels)
The Polish Court of Competition and Consumer Protection recently upheld two decisions of the Polish Competition Authority prohibiting concentrations, one in the market for railway turnouts and another in the market for waste battery treatment. In the first judgment, adopted on 5 April 2011, (...)

The German Competition Authority blocks a joint venture creating an online video on demand platform by the two leading TV broadcasters (RTL / Pro7Sat1)
NOCON (London)
I. Transaction RTL and Pro7Sat1 planned to set up an online video on demand (VOD) platform which allows users toaccess and watch professional video content. The concept of the platform was to provide content that has already been transmitted on TV and can be accessed free of cost for seven (...)

The German Competition Authority prohibits an online video platform joint venture between two leading TV broadcasters (RTL / Pro7Sat1)
Jones Day (Frankfurt)
,
Jones Day (Dusseldorf)
,
Jones Day (Frankfurt)
On March 17, 2011, the German Federal Cartel Office (Bundeskartellamt) rejected plans by German broadcasting groups RTL and Pro7Sat1 to launch a joint venture for the creation and operation of an online video platform. This decision illustrates how in Europe, particularly in Germany, antitrust (...)

The German Competition Authority prohibits the creation of an online video platform joint venture between two leading TV broadcasters (RTL / Pro7Sat1)
Van Bael & Bellis (Brussels)
According to a press release of 18 March 2011, the German Federal Cartel Office has prohibited the plans of broadcasting groups RTL and Pro7Sat1 to form a joint venture for the creation and operation of an online video platform. In its statement of objections of 23 February 2011, the Cartel (...)

The Polish Competition Authority blocks an acquisition between a book and music retailer and an online rival (Empik / Merlin.pl)
Van Bael & Bellis (Brussels)
On 3 February 2011, the Polish Competition Authority prohibited the acquisition by Empik, the leading Polish book and CD store, of its online competitor Merlin.pl. Following an in-depth investigation, the Competition Authority concluded that the planned acquisition would lead to serious (...)

The OECD holds a roundtable on cross-border merger control and the challenges for developing and emerging economies
OECD - Competition Division (Paris)
Effective merger control of cross-border mergers requires that the countries involved have effective merger control regimes. However, this may be a challenging task in many developing and emerging economies (DEEs) given the complexities of enforcing competition law in these economies. In (...)

The EU Commission prohibits a proposed merger between two Greek airlines companies as it would have resulted in a quasi-monopoly on the national air transport market (Aegean Airlines / Olympic Air)
JG Associates (Brussels)
Merger: main developments between 1 January and 30 April 2011* The European Commission has prohibited on 26 January the proposed merger between Aegean Airlines and Olympic Air, as it would have resulted in a quasi-monopoly on the Greek air transport market. This would have led to higher fares (...)

The Polish Competition Authority prohibits a merger in the energy sector (PGE / Energa)
Greenberg Traurig Grzesiak (Warsaw)
,
Hogan Lovells (Warsaw)
Polska Grupa Energetyczna S. A. ("PGE") and Energa S. A. ("Energa") are state owned companies producing, distributing and trading electric energy. In September 2010, PGE concluded an agreement with the Ministry of Treasury concerning the purchase of 84,19% of Energa’s shares. On 20 October 2010, (...)

The Italian Supreme Administrative Court sets aside the Competition Authority’s decision to impose a fine for failure to comply with a decision prohibiting a merger (Tetra Pak)
European Commission (Brussels)
I. Introduction By judgment of 29 December 2010, the Consiglio di Stato (Italian Supreme Administrative Court, the «Court») set aside a decision of 29 July 2004 (the «Decision») by which the Italian Competition Authority (the «ICA») had imposed a fine on Tetra Pak International S.A. («Tetra Pak») (...)

The Dusseldorf Court of Appeals overturns a Competition Authority’s merger prohibition addressing the issue of future potential competition’s test under German law (Neue Pressegesellscxhaft / Zeitungsverlag Schwäbisch Hall)
Heinz & Zagrosek (Köln)
Court raises question on the test for considering future potential competition under German merger control rules* The case concerns the question under which conditions the possible future creation of potential competition can be considered to strengthen a dominant position under German merger (...)

The Brazilian Competition Authority vetoes a transaction in the industry of concrete services based on the conservative presumption of an economic group by summing minority equity interest in companies with a small cross-sharing (Tupi / Polimix)
Madrona Advogados (São Paulo)
The author thanks Natali de Vicente Santos for researching and debating this case law with him, which contributed for this article. I. Summary of the case In this case, the discussion at CADE focused on the corporate relationship between rivals being able to raise anticompetitive effects even (...)

The Dusseldorf Court of Appeals annuls the decision by the German Competition Authority which prohibited a petrol distributor from acquiring 59 petrol stations (Total / OMV)
Fried Frank Harris Shriver & Jacobson (London)
I. Introduction On August 4, 2010, the Düsseldorf Court of Appeals (the Court) annulled the decision by the German Federal Cartel Office (FCO) which prohibited Total Deutschland GmbH (Total) acquiring 59 petrol stations from OMV Deutschland GmbH (OMV). This judgment is a setback for the FCO, (...)

The EU General Court upholds the Commission’s decision to prohibit a merger between two airlines companies (Ryanair / Aer Lingus)
European Commission (Brussels)
Yes, we can (prohibit) – The Ryanair/Aer Lingus merger before the Court* I. Introduction In two judgments handed down on 6 July 2010, the General Court upheld the Commission’s June 2007 decision to prohibit the planned merger between Ryanair and Aer Lingus (Case T-342/07) and dismissed Aer (...)

The EU General Court refuses to order interim measures in a case involving the air transportation sector and addresses issues on the implementation of a concentration and the powers of the Commission under the EU Merger Regulation 139/2004 (Ryanair / Aer Lingus)
Skadden, Arps, Slate, Meagher & Flom (Brussels)
The Aer Lingus Judgment – When non-implementation is implementation, or not* On 6 July 2010, the General Court rejected Ryanair’s appeal against the Commission’s 2007 prohibition of its hostile take-over of rival Irish airline Aer Lingus. On the same day, the Court also issued a much shorter (...)

The German Federal Court confirms the dismissal of an appeal against a media merger prohibition (Axel Springer / ProSiebenSat.1 Media)
Rocket Internet SE (Berlin)
Decision In the ruling dated 8.6.2010 (KVR 4/09) the German Federal Supreme Court confirmed that the media merger between Axel Springer AG and broadcasting company ProSiebenSat.1 Media AG on in January 2006 by the German Competition Authority (Bundeskartellamt) would lead to increased (...)

The German Competition Authority blocks an acquisition in the automotive sector (Magna / Karmann)
Van Bael & Bellis (Brussels)
On 21 May 2010, the German Federal Cartel Office (“FCO”) prohibited the planned acquisition by automotive parts supplier Magna Car Top Systems GmbH (“Magna”) of the convertible roof systems business of Karmann GmbH (“Karmann”). In December 2009, the German Federal Cartel Office cleared the merger (...)

The German Federal Court of Justice finds a merger lawful reversing the Court of Appeal’s prohibition ruling (Phonak / GN Store)
Allen & Overy (Hamburg)
The German Federal Court of Justice (the Bundesgerichtshof or “BGH”) in its decision dated April 20, 2010 held that the intended acquisition by Swiss Phonak Holding (today Sonova Holding AG, hereinafter referred to as “Phonak”) of GN ReSound-Group (“GN ReSound”) from the Danish firm GN Store Nord A/S (...)

The Danish Competition Authority revokes its decision to clear the merger between two agricultural companies (Danish Agro / Landbrugets Andel)
Van Bael & Bellis (Brussels)
On 1 February 2010, the Danish Competition Authority revoked its earlier decision approving the takeover by Danish Agro of its competitor Landbrugets Andel, both active in the agricultural sector. The approval decision was largely based on the Danish Competition Authority’s understanding that (...)

The Portuguese Competition Authority prohibits an acquisition in the airport handling services market and orders share divestiture (GroundForce / TAP)
University College London
The competition authority in Portugal (Autoridade da Concorrência - AdC) decided last November 19, 2009, after investigation, to prohibit the acquisition by TAP - Transportes Aéreos Portugueses, S.A (TAP) of the exclusive control of SPdH - Serviços Portugueses de Handling,S.A. (SPdH), by acquiring (...)

The Portuguese Competition Authority prohibits an acquisition of a ground handling services provider by an airline (TAP)
Van Bael & Bellis (Brussels)
According to a press release of 20 November 2009, the Portuguese Competition Authority has prohibited the acquisition by Portuguese airline TAP of Serviços Portugueses de Handling, a ground handling services provider. The Competition Authority held that Serviços Portugueses de Handling already (...)

The Turkish Competition Authority prohibits an acquisition as it creates and strengthens a dominant position in the alcoholic beverages market (Burgaz Alcoholic / Mey Alcoholic)
Domino’s Turkey (Istanbul)
Decision Mey Alcoholic Beverages Industry and Trade Inc. (Mey Alcoholic) made an application seeking a clearance for the acquisition of Burgaz Alcoholic Beverages Commercial and Economic Entity (Burgaz Alcoholic) which was offered for sale by the Turkish Savings Deposit Insurance Fund. The (...)

The Serbian Competition Authority clarifies that if it does not issue individual merger decision within the specified timeframe, the notified merger should be considered prohibited (Delta M)
University of Macau - Faculty of Law (Macau)
On 15 October 2009 DELTA M. d.o.o. (DELTA M) , Serbian company with operations in agribusiness, food processing, retail, distribution, automotive business, real estate development and financial brokerage applied to the Serbian Competition Authority (KZK) asking for clarification of the merger (...)

The US FTC files a complaint to stop a proposed merger between two leading producers of plasma-derivative protein therapies (CSL / Talecris)
Jones Day (Washington DC)
Just two weeks after the FTC filed a complaint seeking an injunction to stop the proposed $3.1 billion acquisition by Australia-based CSL Limited of Talecris Biotherapeutics Holding Corporation, the parties have withdrawn their plans for a merger. The announcement, made on June 8, 2009, came (...)

The German Competition Authority clarifies its approach towards an alleged oligopoly on the national retail petrol markets in a decision prohibiting the acquisition of 59 gas stations in Saxony and Thuringia (Total / OMV)
Dentons (Berlin)
In the decision of 29 April 2009, the German Federal Cartel Office (“FCO”) prohibited the proposed acquisition of OMV Deutschland GmbH’s (“OMV”) 59 petrol stations located in Saxony and Thuringia by Total Deutschland GmbH (“Total”). The FCO founded in its decision that the concentration to strengthen (...)

The German Competition Authority prohibits acquisition of petrol stations by a French oil company (Total / OMV)
Van Bael & Bellis (Brussels)
According to a press release of 29 April 2009, the German Federal Cartel Office (FCO) prohibited the proposed acquisition by Total, which owns the fourth largest petrol station network in Germany, of 59 petrol stations in Eastern Germany owned by OMV Deutschland GmbH. In the FCO’s view, the (...)

The Bosnian Competition Authority prohibits a merger leading to the strengthening of dominant position on the bakery products market and inflicts financial penalties on the responsible individual for the supply of incorrect and misleading information (Klas / Sprind)
University of Macau - Faculty of Law (Macau)
The merger notified to the Competition Authority of Bosnia & Herzegovina (Konkurencijsko vijeće BiH) (KV) concerned acquisition by Klas d.d. (Klas) of control over Sprind d.d. (Sprind), both undertakings active on the market for bakery products. At the time of the notification Klas was (...)

The Irish High Court annuls the determination of the Competition Authority to block a merger in a landmark ruling (Kerry / Breeo)
London School of Economics (London)
Notified acquisition Pursuant to sections 16 and 18 of the Competition Act 2002, which set out the duty to notify mergers or acquisitions which exceed stipulated thresholds to the Competition Authority (NCA), Kerry Group (Kerry) notified its intention to acquire Breeo Foods (Breeo) to the NCA (...)

The Chinese MOFCOM prohibits for the first time since the entry into effect of the new anti-monopoly law, a merger between a US soft drinks manufacturer and a Chinese juice producer (Coca-Cola / Huiyuan)
WilmerHale (Washington)
,
WilmerHale (Washington)
,
Kirkland & Ellis (Washington)
On March 18, 2009, China’s Ministry of Commerce (MOFCOM) announced that it had blocked Coca-Cola’s proposed acquisition of Chinese Huiyuan Juice Group Ltd. (Huiyuan) under Article 28 of China’s Anti-Monopoly Law (AML). This was MOFCOM’s first merger prohibition since the AML came into effect on (...)

The Chinese MOFCOM denies the merger approval between a US leading soft drink and a national juice manufacturer (Coca Cola / Huiyuan)
Jones Day (Beijing)
,
Jones Day (Beijing)
,
Winston & Strawn (Washington)
Today the Chinese Ministry of Commerce (MOFCOM) announced that it had denied antitrust approval of The Coca-Cola Company’s proposed acquisition of a famous Chinese Juice manufacturer, China Huiyuan Juice Group Limited («Huiyuan»). MOFCOM’s decision to block the Coke deal, after its conditional (...)

The US District Court of Columbia grants FTC request for preliminary injunction to block a 3-2 transaction in the market for electronic systems used to estimate the cost of collision repairs (CCC Holdings / Aurora Equity Partners)
Skadden, Arps, Slate, Meagher & Flom (Washington DC)
,
Fordham Competition Law Institute - FCLI (New York)
,
Skadden, Arps, Slate, Meagher & Flom (Washington DC)
On March 18, 2009, Judge Collyer of the United States District Court for the District of Columbia released the public version of a significant opinion supporting her order granting the FTC a preliminary injunction in connection with the proposed $1.4 billion merger of CCC Information Systems (...)

The Chinese MOFCOM blocks the acquisition of a Chinese fruit juice company by a US beverage company (Coca-Cola / Huiyuan Juice)
Covington & Burling (Washington)
The Ministry of Commerce (“MOFCOM”) of the People’s Republic of China has rejected on antitrust grounds a proposed acquisition by The Coca-Cola Company of the Huiyuan Juice Group, a Chinese manufacturer and distributor of fruit drinks. This is the first complete rejection of a substantial proposed (...)

The Chinese MOFCOM blocks the $2.4 billion acquisition of a leading national juice producer by a foreign buyer (Coca-Cola / Huiyuan)
White & Case (Beijing)
,
Mattel (Hong Kong)
On March 18, MOFCOM announced that it had blocked Coca-Cola’s proposed $2.4 billion acquisition of China Huiyuan Juice Group, a leading Chinese juice producer. It is MOFCOM’s second reported merger decision under the recently enacted Anti-Monopoly Law (“AML”), which came into effect August 1, 2008 (...)

The Polish Competition Authority prohibits a monopsony-creating merger (Baterpol / Orzeł Biały)
Van Bael & Bellis (Brussels)
In a recently published decision of 5 March 2009, the Polish Competition Authority (“PCA”) prohibited the acquisition of Baterpol by Orzeł Biały because of monopsony concerns in the Polish market for recycling industrial and car batteries. Baterpol and Orzeł Biały are the only two companies active (...)

The Polish Competition Authority prohibits an acquisition in the recycling sector (Baterpol / Orzeł Biały)
Van Bael & Bellis (Brussels)
According to a press release, on 5 March 2009, the Polish Competition Authority prohibited the acquisition of Baterpol by Orzeł Biały. Although only limited details are publicly available at this stage, it appears that these two Polish companies are the only two buyers in Poland of waste (...)

The Advocate General Ruiz Jarabo-Colomer criticises EU Court of First Instance for damages award (Schneider)
Van Bael & Bellis (Brussels)
On 3 February 2009, Advocate General Ruiz Jarabo-Colomer issued his opinion to the European Court of Justice (ECJ) in the appeal proceedings against the Schneider judgment of the Court of First Instance (CFI). In this judgment of 11 July 2007, the CFI held that Schneider must be compensated for (...)

The Macedonian Administrative Court confirms a merger prohibition decision in the market for retail distribution of pharmaceutical products (Zegin / City Pharmacy)
University of Macau - Faculty of Law (Macau)
On 1 June 2006 Zegin, leading distributor of the pharmaceuticals on the territory of Skopje municipality agreed with two other retail distributors of medicines - Alkaloid and Pharma Corp. to acquire joint control over City Pharmacy in Skopje , which owned a network of pharmacies in the (...)

The US FTC modifies its rules of practice for adjudication in order to proceed against mergers administratively regardless of outcomes in federal court
Sheppard Mullin (San Francisco)
,
Selected Independent Funeral Homes (Deerfield)
On January 13, 2009, the Federal Trade Commission issued interim final rules amending its Rules of Practice for adjudication, reportedly with an eye toward proceeding against mergers administratively regardless of outcomes in federal court. Both the FTC and DOJ Antitrust Division must go (...)

The Chinese MOFCOM publishes set of guidelines and regulations on merger review providing guidance on what counsels need to know about the China’s Anti-Monopoly Law
White & Case (Beijing)
,
Mattel (Hong Kong)
China’s Anti-Monopoly Law (AML), which went into effect on 1 August 2008, establishes China as one of the world’s most important merger review authorities, along with the U.S. and EC. The Anti-Monopoly bureau (AMB) of China’s Ministry of Commerce (MOFCOM) recently shed light on how it will (...)

The Higher Regional Court of Dusseldorf upholds prohibition decision of the FCO in the hearing aid sector (Phonak / GN ReSound)
Van Bael & Bellis (Brussels)
In a recently published decision of 26 November 2008, the Higher Regional Court of Düsseldorf affirmed the decision of the Federal Cartel Office (“FCO”) prohibiting the Swiss hearing aid manufacturer Phonak Holding AG (“Phonak”) from acquiring its Danish competitor GN Store Nord AS(“GN ReSound”). (...)

The Higher Regional Court of Dusseldorf widens the scope of application of merger control law while prohibiting a merger in the copper continuous casting industry sector (A-TEC / Norddeutsche Affinerie)
Gleiss Lutz (Munich)
,
Milbank, Tweed, Hadley & McCloy (Munich)
On 12 November 2008, the German Higher Regional Court of Düsseldorf approved a decision of the German Federal Cartel Office (FCO) prohibiting the proposed acquisition of a 13.75% share in a company by a competitor. The case concerned the issue of whether, according to German law, a share (...)

The German Federal Court of Justice confirms the prohibition of an energy merger considering that the national market for primary sales of electricity is dominated by a duopoly (E.ON / Stadtwerke Eschwege)
Freshfields Bruckhaus Deringer (Berlin)
,
Freshfields Bruckhaus Deringer (Berlin)
In a judgment of 11 November 2008, the German Federal Court of Justice (Bundesgerichtshof) (Federal Court) upheld a previous decision of the Higher Regional Court of Düsseldorf (Higher Regional Court) which had itself confirmed a decision of the Federal Cartel Office (FCO) blocking E.ON’s plan to (...)

The German Federal Court of Justice confirms the prohibition of a merger in the electricity market (E.ON / Stadtwerke Eschwege)
University of East Anglia (Norwich)
The German electricity market is dominated by four vertically integrated firms: E.ON, RWE, Vattenfalland EnBW exclusively able to cover both base load and peak load demand. Regional and local retailers, often municipality owned (Stadtwerke), sell electricity to final customers or other local (...)

The German Competition Authority prohibits an acquisition in the locking manufacturer sector (SimonsVoss / Assa Abloy)
Van Bael & Bellis (Brussels)
In a phase II decision of 5 November 2008, the German Federal Cartel Office (FCO) prohibited the acquisition of SimonsVoss AG by Assa Abloy AB. SimonsVoss is a German manufacturer of electronic lock cylinders. Assa Abloy is a Swedish company active worldwide in mechanical locking systems, (...)

The Norwegian Parliament amends the merger control provisions of the Competition Act
Court of First Instance of Namur (Namur)
On 1 July 2008, new amendments to the Norwegian Competition Act (the Competition Act) entered into force. The main changes to the Competition Act relate to merger procedure. Firstly, Section 18 of the Competition Act was amended in order to clarify and extend the standardised notification. It (...)

The Danish Competition Authority blocks a merger based on risk of coordination (J.F. Lemvig-Müller Holding / A&O Johansen)
Van Bael & Bellis (Brussels)
On 14 May 2008, the Danish Competition Council prohibited the acquisition by J.F. Lemvig-Müller Holding A/S of Brdr. A&O Johansen A/S. Both companies are active in Denmark on the wholesale markets for plumbing/heating materials and electricity materials sold to professional customers, i.e. (...)

The Estonian Competition Authority issues its first merger prohibition taking into account both previous acquisitions and potential future acquisitions in the pharmacy services sector (Terve Pere Apteek / Saku Apteek)
Triniti (Tallinn)
On 8 May 2008, the Director General of the Estonian Competition Authority (hereinafter the “ECA”) adopted a decision on the prohibition of the proposed acquisition of control over OÜ Saku Apteek (hereinafter “Saku Apteek”) by Terve Pere Apteek OÜ (hereinafter “TPA”). Since this is the first decision (...)

The Higher Regional Court of Düsseldorf annuls a Competition Authority’s decision prohibiting a merger in the healthcare sector (University Hospital of Greifswald / Regional Hospital of Wolgast)
Van Bael & Bellis (Brussels)
On 7 May 2008, the Higher Regional Court of Düsseldorf quashed a decision of the German Federal Cartel Office prohibiting the merger between the university hospital of Greifswald and the regional hospital of Wolgast. The Düsseldorf Court applied the recent case law of the German Federal Court of (...)

The German Government overrules on public interest grounds the Competition Authority’s prohibition of a merger in the hospital sector (University hospital Greifswald / Regional hospital Wolgast)
Van Bael & Bellis (Brussels)
On 17 April 2008, the German Federal Minister of Economics and Technology approved the merger between the university hospital Greifswald and the regional hospital Wolgast, thereby overruling the German Federal Cartel Office’s (FCO) prohibition of the transaction in December 2006. Under German (...)

The Finnish Market Court overrules the NCA’s conditional merger clearance in the electricity sector after completion of the transaction subject to conditions (Fortum Power-Heat / E.ON Finland Oy)
Frontia (Helsinki)
In June 2006, the FCA cleared Fortum Power and Heat Oy’s (“Fortum”) acquisition of E.ON Finland Oy (“E.ON”) subject to certain structural and behavioral conditions. The requirement of conditions by the FCA was materially based on the view of the FCA that the market for the production and wholesale (...)

The German Competition Authority prohibits the acquisition of a minority shareholding of 13.75% and orders the divestiture after merger completion (A-TEC Industries / Norddeutsche Affinerie)
Freshfields Bruckhaus Deringer (Berlin)
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Freshfields Bruckhaus Deringer (Berlin)
On 27 February 2008 the German Federal Cartel Office (FCO) prohibited the acquisition by A-TEC Industries AG (A-TEC), a Vienna-based international industrial group, of 13.75 % of the shares in Norddeutsche Affinerie AG (NA), a publicly listed German manufacturer and recycler of copper. Since (...)

The German Competition Authority finds “competitively significant influence” arising from the acquisition of less than 14% shareholding in copper company prohibits transaction (A-TEC Industries / Norddeutsche Affinerie)
Van Bael & Bellis (Brussels)
According to a press release of 28 February 2008, the German Federal Cartel Office (FCO) prohibited A-TEC Industries’ acquisition of a 13.75% shareholding in Norddeutsche Affinerie, holding that the transaction created a dominant position on a market for a particular kind of oxygen-free copper (...)

The German Federal Court confirms a merger prohibition decision and the Court’s and NCA’s assesments of the hospital sector (Rhön-Klinikum / Rhön-Grabfeld)
Blomstein (Berlin)
Background In March 2005, the German Federal Cartel Office (FCO) for the first time blocked a hospital merger. The case concerned the acquisition of the district hospital in Bad Neustadt by Rhön-Klinikum AG , one of the largest privately held German hospital operators with more than 40 (...)

The UK Competition Authority requires broadcasting group to sell down its minority stake in rival (BSkyB / ITV)
GE Healthcare (Paris)
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McCann FitzGerald (Dublin)
Background In November 2006 BSkyB (“Sky”), the leading pay TV-provider in the UK, purchased a 17.9% stake in ITV, one of the leading commercial free to-air broadcasters in the UK. The timing of the purchase was widely commented on given that it came within days of NTL announcing a possible (...)

The EU Commission declares part of the Spanish energy regulator’s conditions imposed on a proposed acquisition in the energy sector incompatible with EU law and requires their withdrawal (Enel / Acciona / Endesa)
JG Associates (Brussels)
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DG COMP (Brussels)
Mergers: Main developments between 1 September and 31 December 2007* The acquisition of joint control of Endesa by Enel and Acciona was notified to the Commission on 31 May and cleared on 5 July. Under the relevant national law, Enel and Acciona requested the Spanish energy regulator (Comision (...)

The German Federal Supreme Court and the Düsseldorf Court of Appeals overrule the Competition Authority’s prohibition and dissolution of a merger in the market for cartridges in the construction and industrial sector and fittings for medical and dental treatments (Sulzer / Kelmix / Werfo)
Taylor Wessing (Berlin)
Transaction and Parties Sulzer Markets & Technology AG intended to acquire 75,1% of Kelmix Holding AG , 76% of Werfo AG, 76% of Mold AG and 100% of the founder’s rights of Mold Anstalt. Sulzer and Kelmix manufacture, among other things, two-component cartridges used for the filling of (...)

The German Federal Court of Justice finds that merger prohibition decisions can still be appealed even after the parties abandoned the transaction (Springer / ProSiebenSat.1 Media)
Van Bael & Bellis (Brussels)
In a recently published judgment of 25 September 2007, the German Federal Court of Justice (BGH) annulled a decision of the Higher Regional Court of Düsseldorf which rejected an appeal against a prohibition decision of the German Federal Cartel Office (FCO) because the parties had already (...)

The German Federal Court of Justice acknowledges the right to a declaratory judgement on blocked mergers (Springer / ProSiebenSat.1Media)
Blomstein (Berlin)
Background In January 2006, the German Federal Cartel Office (FCO) prohibited the merger of Axel Springer AG (Springer) with ProSiebenSat.1 Media AG (ProSiebenSat.1). The merger would have combined the biggest German newspaper publisher and the biggest private TV group in Germany besides (...)

The Russian Federal Antimonopoly Service blocks various acquisitions of Russian companies (Siemens / Power Machines - Rexam / Rostar - Aker Kvaerner / Astrakhan Korabel)
Freshfields Bruckhaus Deringer (Moscow)
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Freshfields Bruckhaus Deringer (Moscow)
The Russian Federal Antimonopoly Service (FAS) has recently refused to approve various acquisitions of Russian companies by concluding that the acquisitions will limit competition in the relevant Russian market. An overview of the blocked deals is set out below. Siemens / Power Machines (...)

The Latvian Competition Authority prohibits a merger finding that it would strengthen the dominant position in two geographically distinct markets of towing services in port (Ostas Flote / PKL)
PwC (Riga)
On June 27, 2007, the Latvian Competition Council (CC) prohibited a merger between Ostas Flote and PKL. The proposed merger structure would involve creation of a new company which would take over businesses of both companies. The CC found that a merger between the parties would strengthen the (...)

The EU Commission prohibits a merger between two airlines companies (Ryanair / Aer Lingus)
JG Associates (Brussels)
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DG COMP (Brussels)
Merger control: Main developments between 1 May and 31 August 2007* On 27 June the Commission took the decision to prohibit the proposed takeover by Ryanair of Aer Lingus. Ryanair is an Irish-based “low-cost” airline, offering point-to-point scheduled air transport services on more than 400 (...)

The EU Commission prohibits a merger in the airline industry using econometric and surveys evidence to assess the non-coordinated effects of the merger (Ryanair / Aer Lingus)
DG COMP (Brussels)
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Compass Lexecon (Brussels)
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DG COMP (Brussels)
"Econometric and survey evidence in the competitive assessment of the Ryanair-Aer Lingus merger"* I. Introduction Recently, the Commission prohibited the hostile takeover by Ryanair of Aer Lingus. The facts of this case differ from previous airline mergers assessed by the European Commission. (...)

The EU Commission prohibits a merger for the first time in the airline sector (Ryanair / Aer Lingus)
DG Economic and Financial Affairs (ECFIN) (Brussels)
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European Commission (Brussels)
Ryanair/Aer Lingus: Even “low-cost” monopolies can harm consumers* I. Introduction The Ryanair/Aer Linguscase, which concerned a proposed merger of the two leading airlines operating from Ireland, raised a number of interesting procedural, legal and economic questions and required a (...)

The German Competition Authority rejects the failing firm defence and prohibits a merger between two hospitals (Mariahilf / Asklepios)
Free University of Berlin (Berlin)
I. Background LBK Hamburg GmbH (LBK) is a leading supplier of hospital services in the city of Hamburg. Seven hospitals that stood originally in the sole sponsorship of the city of Hamburg are combined within the LBK. Since a partial privatisation in 2004 LBK is jointly controlled by the (...)

The German Competition Authority prohibits further merger of a dominant player in the electricity and gas sector in spite of proposed remedies (RWE / SaarFerngas)
Freshfields Bruckhaus Deringer (Berlin)
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Freshfields Bruckhaus Deringer (Berlin)
A recent blocking decision against a merger between RWE and SaarFerngas, a Court decision upholding a blocking decision against E.ON (See Dr. Frank Röhling, Bertrand Guerin, The Düsseldorf Higher Regional Court upholds a Bundeskartellamt decision blocking an energy merger (E.ON/ Stadtwerke (...)

The Dusseldorf Higher Regional Court upholds the NCA’s decision blocking an energy merger (E.ON / Stadtwerke Eschwege)
Freshfields Bruckhaus Deringer (Berlin)
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Freshfields Bruckhaus Deringer (Berlin)
A recent blocking decision against a merger between RWE and SaarFerngas (See Dr. Frank Röhling, Bertrand Guerin, The German Federal Cartel Office prohibits further merger of a dominant player in the electricity and gas sector (RWE/SaarFerngas), e-Competitions, July 2007-I, a Court decision (...)

The German Competition Authority prohibits the acquisition of a hearing aid producer by a competitor in spite of proposed remedies (Phonak / GN ReSound)
Free University of Berlin (Berlin)
I. Background The hearing aid producer Phonak (market share 20-25%) intended the acquisition of its competitor GN ReSound, the fourth largest producer (market share 5-10%). Other strong competitors are Siemens (market share 32,5-37,5%) and Oticon (market share 20-25%). In Germany the three (...)

The Higher Regional Court of Dusseldorf confirms application of merger rules to public hospital operators holding them as economic undertakings (German public hospitals)
Daimler (Brussels)
Summary of the case The judgement of the appellate court Düsseldorf, which was delivered on the 11th of April 2007, decides the challenge of a decision of the Federal Cartel Office regarding a merger between two private companies that operate several public hospitals that are part of the legal (...)

The Swiss Federal Court confirms the quashing of two merger clearance Competition Commission’s decisions by applying a strict substantive test for merger control (Swissgrid / Berner Zeitung)
Këllezi Legal (Geneva)
The Swiss Federal Court has dismissed two Competition Commission’s appeals relating to merger control (decision of February 13, 2007 (Swissgrid), and of February 22, 2007 (Berner Zeitung). The Swiss Federal Court rulings build a strict standard for merger control in Switzerland by stating the (...)

The Madrid Commercial Court of Appeal lifts interim measures having blocked a key merger on the basis of alleged anticompetitive agreement (Gas Natural / Endesa)
Womenat (Brussels)
Background The Gas Natural vs. Endesa battle continues before the Spanish courts. On June 2006, a commercial court in Madrid “provisionally” halted the takeover bid launched by Gas Natural more than 17 months ago. This decision was adopted in the proceedings brought by Endesa to challenge the (...)

The Slovak Competition Authority prohibits a merger cleared by the Commission for its Czech side in spite of proposed remedies (Tesco / Carrefour)
Freshfields Bruckhaus Deringer (Bratislava)
In September 2005 Tesco and Carrefour announced an asset swap deal involving stores and operations in the Czech Republic, Slovakia and Taiwan. In Slovakia the transaction involved four stores of Carrefour to be acquired by Tesco. Soon after the notification of the whole European part of the (...)

The German Competition Authority vetoes a merger of two public hospitals (Greifswald University Hospital / Wolgast Hospital)
Freshfields Bruckhaus Deringer (Berlin)
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Freshfields Bruckhaus Deringer (Berlin)
1. Introduction In the past few years, the German hospital sector has undergone a process of consolidation due to the privatisation of a large number of hospitals held by local communities or the regional federal states (Länder). The German Federal Cartel Office (FCO) cleared the vast majority (...)

The Dutch Trade and Industry Appeals Tribunal upholds the Rotterdam court’s cancellation of the Dutch NCA conditional clearance of a merger in the energy sector (Nuon / Reliant)
Netherlands Authority for Consumers & Markets (The Hague)
The acquisition by Nuon of Reliant was originally cleared by the NMa in December 2003 after a phase II investigation. The activities of Nuon and Reliant mainly overlap in regard of the production and wholesale of electricity. The NMa defined the relevant market as the market for the production (...)

The Irish Competition Authority blocks merger in the building materials sector (Kingspan / Xtratherm)
Baker Botts (Brussels)
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Merilampi Attorneys (Helsinki)
Introduction On 25 October 2006, the Irish Competition Authority announced its decision to block the proposed Euro87 million acquisition of Leanort Group by Kingspan Group plc on the grounds that the proposed transaction would substantially lessen competition in the manufacture and provision (...)

The German Competition Authority prohibits a merger in the laser area cleared by the US DoJ showing its reluctance to apply a more effects-based short-term approach instead of a rather long-term structural approach (Coherent / Excel)
Gleiss Lutz (Munich)
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Milbank, Tweed, Hadley & McCloy (Munich)
On 25 October 2006, the German Federal Cartel Office prohibited the proposed merger between the two American companies Coherent, Inc. (Coherent) and Excel Technology, Inc. (Excel), each a market leader in the laser area . Facts Coherent is an American company, listed on the US stock exchange, (...)

The German Federal High Court clears the de minimis condition of merger control (Deutsche Bahn / KVS Saarlouis)
CRA International (London)
Summary The Bundesgerichtshof (Federal High Court) decided in the context of an appeal against a blocked merger between the local transport arm of Deutsche Bahn and regional transport company KVS, which operates in the Saar Region. The parties appealed against the Bundeskartellamt (Federal (...)

The Portuguese Competition Authority blocks a merger in the highways operation sector but the Minister of Economy finally overturns the Competition Authority’s decision (Brisa / AEA/ AEO)
Cuatrecasas (Lisbon)
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Cruz VIlaça Advogados (Lisbon)
NB: This case is referrenced under two different dates: 7 April 2006 for the NCA’s decision, and 7 June 2006 for the Minister’s decision. The comment below concerns these two decisions. On 24 March 2005, Brisa - Auto-Estradas de Portugal, S.A. (“Brisa”), through its wholly-owned subsidiary Via (...)

The Swiss Commission of Appeals for Competition Matters upholds an appeal to a decision of the NCA prohibiting the acquisition of common control of a free daily newspaper but made it subject to a remedy (Berner Zeitung / Tamedia)
Antitrust & TradeRx (Zurich)
The operation Espace Media Group SA (EMG) through Berner Zeitung AG and Tamedia AG were planning to acquire through a joint undertaking stakes in the free daily newspaper ‘20 Minuten’. EMG is active in newspaper publishing, the electronic media sector, local radios and internet platforms. (...)

The Portuguese Competition Authority blocks a merger in the highways operation sector but the Minister of Economy finally overturns the Competition Authority’s decision (AEA / Brisa - AEO)
Cuatrecasas (Lisbon)
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Cruz VIlaça Advogados (Lisbon)
NB: This case is referrenced under two different dates: 7 April 2006 for the NCA’s decision, and 7 June 2006 for the Minister’s decision. The comment below concerns these two decisions. On 24 March 2005, Brisa - Auto-Estradas de Portugal, S.A. (“Brisa”), through its wholly-owned subsidiary Via (...)

The Portuguese Competition Authority blocks a merger in the market for passenger road and rail public transport service in spite of proposed remedies (ATMS - Arriva Transportes da Margem Sul / Barraqueiro SGPS - Arriva Investimentos SGPS)
Cuatrecasas (Lisbon)
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Entidade Nacional para o Mercado dos Combustíveis, E.P.E. (Portuguese National Entity for Fuel Market)
The present concentration was the first decision from the Competition Authority (“AdC”) prohibiting a merger in Portugal. It was notified to the AdC on 22 November 2004 and consisted of the acquisition of joint control by Barraqueiro SGPS, S.A. (“Barraqueiro”) and Arriva Investimentos SGPS, S.A. (...)

The Norwegian Government clears subject to a behavioural remedy a merger previously prohibited by the Competition Authority (Swarco / Peek)
Bull Årstad (Stavanger)
The operation On 28 August 2004, the Norwegian Competition Authority (NCA) was notified of the acquisition of Peek Trafikk AS by Swarco Norge AS. Swarco distributes and operates traffic-actuated control systems. Peek distributes and operates traffic-actuated control systems and parking (...)

The Hungarian Competition Office clears a merger in the daily newspapers market subject to remedies including tying prohibition and price control (Tabora / Népszabadság)
Lakatos, Köves (Budapest)
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Lakatos, Köves (Budapest)
In 2003, a member of the Ringier group, B.V. Tabora (Tabora), which held 49.97 per cent of the shares in Népszabadság, one of the largest daily newspapers in Hungary, acquired through share swap another 17.68 per cent stake in Népszabadság, thus holding a total of 67.65 per cent. Tabora requested (...)

The EU Court of Justice issues ruling against the prohibition decision imposing a duty on the Commission to exercise much greater care in the examination of complex mergers with potential conglomerate effects (Tetra Laval / Sidel)
Sheppard Mullin (Del Mar)
European Court Raises Bar On The European Commission’s Use Of Novel Theories In Merger Cases* On February 15, 2005, the European Court of Justice (“ECJ”) rejected an appeal by the European Commission against the judgment of the Court of First Instance (“CFI”), annulling the Commission’s decision (...)

The EU Court of Justice rules on the standard of judicial review in merger cases and clarifies the burden of proof upon the Commission in conglomerate mergers cases (Tetra Laval / Sidel)
WilmerHale (Brussels)
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WilmerHale (Brussels)
On 15 February 2005, the European Court of Justice (ECJ) dismissed the European Commission’s appeal in the Tetra Laval/Sidel merger case. The ECJ’s judgment establishes two significant principles that apply beyond the facts of this particular case: • The judgment confirms that the Court of First (...)

The EU Commission prohibits a merger between gas and electricity national incumbents (EDP / ENI / GDP)
European External Action Service (Brussels)
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European Commission - Legal Service (Brussels)
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DG COMP (Brussels)
"EDP/ENI/GDP: the Commission prohibits a merger between gas and electricity national incumbents"* On 9 December 2004, the European Commission decided to block the proposed acquisition of Gás de Portugal (GDP), the incumbent gas company in Portugal, by both Energias de Portugal (EDP), the (...)

The German Competition Authority prohibits a merger in the residential furnishings sector while giving guidance on the question of representativeness of market surveys and restricting the scope of application of the de minimis exemption (AGRO)
Gleiss Lutz (Munich)
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Milbank, Tweed, Hadley & McCloy (Munich)
On 29 September 2004 the German Federal Cartel Office prohibited the proposed merger between the American company Leggett & Platt, Inc. (L&P), a manufacturer and distributor of inter aliaresidential furnishings, and AGRO Federkernproduktions GmbH (AGRO), a German manufacturer of (...)

The Italian Competition Authority fines the global leader of packaging for liquids and semi-liquids for having failed to comply with a decision prohibiting the acquisition of a company (Emilcarta / Agrifood Machinery)
Ashurst (Brussels)
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Legance - Studio Legale Associato (Rome)
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Legance - Studio Legale Associato (Rome)
Background With decision n. 13459 of 29 July 2004, the Italian Competition Authority (Autorità Garante della Concorrenza e del Mercato, hereinafter “Authority”) has imposed a fine of € 95 million on Tetra Pak International S.A. (“Tetra Pak”), the global leader in the manufacture of packaging for (...)

The EU General Court annuls a Commission decision prohibiting a merger in the packaging industry for insufficient evidence in the examination of the potential leveraging methods (Tetra Laval / Sidel)
General Court of the European Union (Luxembourg)
THE COURT OF FIRST INSTANCE ANNULS A COMMISSION DECISION PROHIBITING THE MERGER OF TETRA LAVAL AND SIDEL AND THE RELATED DIVESTITURE DECISION.* The economic analysis of the immediate anti-competitive effects, of conglomerate effects and of the foreseeable conduct of the companies in question (...)

The EU Court of Justice annuls the Commission’s decision declaring as incompatible with the common market a merger between a Swiss packaging company with a French company mainly active in plastic PET packaging equipment (Tetra Laval / Sidel)
DG Economic and Financial Affairs (ECFIN) (Brussels)
"Merger Control: Main developments between 1st September 2002 and 31st December 2002"* On 25 October 2002, the Court of First Instance (CFI) delivered its ruling in case T-5/02, Tetra Laval v Commission, and annulled the Commission’s Decision of 30 October 2001 declaring as incompatible with (...)

The EU Court of Justice overturns the EU Commission decision’s to block a merger between two UK tour operators addressing the issue of collective dominance (Airtours / First Choice)
White & Case (Brussels)
In a critical decision, the European Court of First Instance (“CFI”) reversed the decision of the EC Commission, which had blocked AirTours’ acquisition of First Choice, a rival UK tour operator, under Article 2(3) of the EC Merger Control Regulation on the basis that it would have created a (...)

The EU Court of Justice annuls the Commission’s decision to prohibit a merger between two UK based holiday tour operators (Airtours / First Choice)
DG Economic and Financial Affairs (ECFIN) (Brussels)
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DG COMP (Brussels)
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DG GROW (Brussels)
"Merger Control: Main developments between 1st May 2002 and 31th August 2002"* On 6 June 2002 the European Court of First Instance (CFI) annulled the Commission’s decision to prohibit a merger between Airtours and First Choice, two UK based holiday tour operators. Though the Commission had (...)

The Spanish Supreme Court annuls a merger prohibition decision in the local bus transport sector as the operation was already tacitly cleared (Salcai / Utinsa)
Cuatrecasas (Madrid)
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CMS Albiñana y Suárez de Lezo (Madrid)
On April 1, 2002, in the case Salcai/Utinsa, the Spanish Supreme Court (Tribunal Supremo, TS) for the first time annulled completely a decision adopted by the Council of Ministers regarding the prohibition of a merger. Background The parties involved in the merger were two local transport (...)

The German Competition Authority prohibits planned acquisition of broadband cable networks (Deutsche Telekom / Liberty Media)
German Competition Authority (Bonn)
Bundeskartellamt prohibits planned Liberty Media/KDG merger* The Bundeskartellamt has prohibited Liberty Media’s planned acquisition of Deutsche Telekom AG’s (KDG) broadband cable networks. The merger would strengthen dominant positions in the supply market for broadcasting signals to final (...)

The German Competition Authority prohibits the acquisition of a majority stake in the energy sector as it would give a party indirect control over its competitor and strengthen dominant positions in the gas and electricity markets (E.ON Düsseldorf / Bergemann Essen)
German Competition Authority (Bonn)
Bundeskartellamt prohibits E.ON’s acquisition of majority stake in Ruhrgas* The Bundeskartellamt has prohibited E.ON AG, Düsseldorf, (E.ON) from acquiring Bergemann GmbH, Essen (Bergemann) which would give it indirect control of Ruhrgas AG, Essen (Ruhrgas). The President of the Bundeskartellamt, (...)

The German Competition Authority considers that a proposed merger between two cable television companies would impinge on the competition of several markets (Liberty Media / KDG)
German Competition Authority (Bonn)
Bundeskartellamt issues warning regarding the Liberty Media/KDG merger project* According to the preliminary assessment of the Bundeskartellamt, the planned merger of Liberty Media/KDG (acquisition of broadband cable networks of Deutsche Telekom AG inter alia) would strengthen dominant (...)

The EU Commission decides on the arrangements for demerging two French electrical equipment manufacturers whose merger was prohibited on the grounds that it created or strengthened dominant positions (Schneider / Legrand)
DG Economic and Financial Affairs (ECFIN) (Brussels)
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DG COMP (Brussels)
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Financial Conduct Authority (London)
"Merger Control: Main developments between 1st January 2002 and 30th April 2002"* On 30 January 2002 the Commission decided on the arrangements for demerging Schneider Electric and Legrand, two French electrical equipment manufacturers whose merger was prohibited in 2001 on the grounds that it (...)

The EU Commission adopts a decision regarding the separation of two companies in the packaging sector following the prohibition of the merger (Tetra Laval / Sidel)
DG Economic and Financial Affairs (ECFIN) (Brussels)
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DG COMP (Brussels)
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Financial Conduct Authority (London)
"Merger Control: Main developments between 1st January 2002 and 30th April 2002"* On 30 January 2002 the Commission adopted a decision setting measures for the separation of the Swiss-based Tetra Laval from the French company Sidel through the divestiture of Tetra‘s shareholding in Sidel. This (...)

The German Competition Authority prohibits acquisition of a majority stake in an energy company by a direct competitor as it would strengthen dominant positions in the gas and electricity sales markets (E.ON / Gelsenberg)
German Competition Authority (Bonn)
Bundeskartellamt prohibits E.ON/Gelsenberg (Ruhrgas) merger* The Bundeskartellamt has prohibited the acquisition by E.ON AG, Düsseldorf, (E.ON) of a majority stake in Gelsenberg AG, Essen. The merger would have strengthened dominant positions both in the gas and electricity sales markets. The (...)

The EU Commission prohibits a merger in the packaging industry (Tetra Laval / Sidel)
DG COMP (Brussels)
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Financial Conduct Authority (London)
"Merger Control: Main developments between 1st September 2001 and 31st December 2001"* On 30.10.2001 the Commission prohibited the acquisition by Tetra Laval B.V., which belongs to the Swiss-based Tetra Laval Group, the owner of the Tetra Pak packaging businesses, of the French company Sidel (...)

The EU Commission prohibits an acquisition in the fibre sector (CVC / Lenzing)
DG COMP (Brussels)
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Financial Conduct Authority (London)
"Merger Control: Main developments between 1st September 2001 and 31st December 2001"* The European Commission prohibited the planned acquisition by CVC Capital Partners Group Ltd (CVC) of Lenzing AG, an Austrian man-made fibres manufacturer. CVC already controls Acordis, Lenzing’s principal (...)

The EU Commission prohibits the merger between the two main French manufacturers of electrical equipment (Schneider / Legrand)
DG COMP (Brussels)
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Financial Conduct Authority (London)
"Merger Control: Main developments between 1st September 2001 and 31st December 2001"* The proposed merger between Schneider Electric and Legrand, the two main French manufacturers of electrical equipment, was prohibited on 10 October 2001. The Commission’s investigation showed that there were (...)

The German Competition Authority prohibits a planned merger that would have led to firms involved gaining dominant positions on certain markets in the wholesale pharmaceutical sector (Sanacorp / Andreae-Noris Zahn)
German Competition Authority (Bonn)
Bundeskartellamt prohibits Sanacorp/Andreae-Noris Zahn concentration* The Bundeskartellamt has prohibited the concentration plans of Sanacorp e.G. Pharmazeutische Grosshandlung, Planegg, (turnover in Germany approximately DM 3.89 billion) to acquire a majority holding in Andreae-Noris Zahn AG, (...)

The EU Commission prohibits a merger between two US companies in the markets for aero-engines, avionics and other aircraft components and systems (GE / Honeywell)
Ipsen Group (Paris)
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MX1 (Luxembourg)
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DG HOME (Brussels)
"General Electric/Honeywell — An insight into the Commission’s investigation and decision"* Owing to the benefits of engine commonality, incumbency of engine suppliers is better assessed in terms of the installed base of engines on aircraft that are still in production. Nevertheless, to the (...)

The US DoJ requires two merging parties in the aero-engine sector to divest helicopter engine business and to authorize a new third party to provide servicing for certain models of aircraft engines and APUs (GE / Honeywell)
DPDgroup (Paris)
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Sullivan & Cromwell (Washington)
A Merger Denied, 13 years later: The GE/Honeywell Saga* Through COMESA, a regional organization on which this resource has published extensively, African countries have made a significant foray into cross-border merger control. As the world’s competition regimes continue to proliferate, a (...)

The German Competition Authority informs two airlines of its intention to prohibit their merger project that would lead to a strengthening of a dominant position on the domestic flight market (Lufthansa / Eurowings)
German Competition Authority (Bonn)
Bundeskartellamt criticises Lufthansa-Eurowings merger* Examinations undertaken so far show that Lufthansa’s acquisition of shares in Eurowings would lead to a strengthening of its dominant position on the domestic flight market in Germany. The possible positive effects on competition in the (...)

The EU Commission blocks the proposed takeover of a Finnish tissue paper manufacturer by its Swedish competitor (Mölnlycke / Metsä Tissue)
DG Economic and Financial Affairs (ECFIN) (Brussels)
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DG COMP (Brussels)
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Financial Conduct Authority (London)
"Merger Control: Main developments between 1st January 2001 and 30th April 2001"* On 31 January 2001, the Commission blocked the proposed takeover of Finnish tissue paper manufacturer Metsä Tissue by its Swedish competitor SCA Mölnlycke on competition grounds. This was only the 14th time that (...)

The Italian Competition Authority clears a merger in the media sector with behavioural remedies, including the granting of non-discriminatory access (Seat Pagine Gialle / Cecchi Gori Communications)
Chiomenti (Rome)
The operation On 23 January 2001, the Competition Authority authorized with conditions the acquisition by Seat Pagine Gialle S.p.A. of Cecchi Gori Communications S.p.A. by way of purchase of shares. SEAT Seat Pagine Gialle S.p.A. (SEAT) is an Italian company belonging to the Telecom Italia (...)

The Dutch Competition Authority decides as a result of a planned merger and after an initial investigation that a dominant position could emerge or be strengthened on the market for the sale of daily consumer goods through supermarkets as a result of a planned merger (Schuitema / Sperwer)
Netherlands Authority for Consumers & Markets (The Hague)
NMa to Investigate Further the Merger of Schuitema and Sperwer* The Dutch Competition Authority (NMa) today decided that a licence is required for the merger of the supermarket organisations Schuitema and Sperwer. After an initial investigation, NMa concluded provisionally that a position of (...)

The US District Court for the District of Columbia overturns a FTC decision to prevent the proposed merger of two of the three major U.S. baby food producers and clears it based on the finding of economic efficiencies (Heinz / Beech Nut)
WilmerHale (Washington)
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Hughes Hubbard & Reed (Washington)
This week, Judge James Robertson of the United States District Court for the District of Columbia denied the Federal Trade Commission’s motion for a preliminary injunction to prevent the proposed merger of two of the three major U.S. baby food producers, Heinz and Beech-Nut, while the FTC (...)

The EU Commission prohibits a merger between two US telecommunications companies (MCI WorldCom / Sprint)
European External Action Service (Brussels)
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Financial Conduct Authority (London)
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DG COMP (Brussels)
"Merger Control: main developments between 1st May 2000 and 31st August 2000"* The Commission decided to prohibit the merger between US telecommunications firms MCI WorldCom Inc and Sprint Corp as it would have resulted in the creation of a dominant position in the market for top-level (...)

The French Minister of Economics prohibits a merger in the market for soft drinks despite proposed remedies of long duration (Coca-Cola / Orangina)
French Competition Authority (Paris)
The operation By the present transaction, TCCC, a major brand owner and global supplier of soft drink including Coca-Cola notified the acquisition of the Orangina trademak. Following the negative opinion given by the French competition council, the merger was prohibited by the Minister. The (...)

The US Court of Appeals for the Eighth Circuit reverses a district court’s order enjoining the merger of two hospitals (Tenet Healthcare / Poplar Bluff Physicians Group)
Senator Mitch McConnell (Washington)
The FTC filed a motion for a preliminary injunction to block the proposed acquisition of Tenet Healthcare and Poplar Bluff Physicians Group, doing business as Doctors’ Regional Medical Center, in Poplar Bluff, Missouri. The FTC alleged that the proposed merger of the only two general hospitals (...)

The EU Court of Justice confirms the Commission’s decision prohibiting a merger in the platinum and rhodium markets (Impala Platinum / Gencor / Lonrho)
European Commission - DG CLIMA (Brussels)
"Comment on the Judgement of the Court of First Instance of 25 March 1999 in the merger case IV/M.619 - Gencor/Lonrho"* Gencor is a South African mining group controlling the South African platinum mining company Impala Platinum (“Implats”). Lonrho is a British company with interests in two (...)

The Hungarian Competition Authority prohibits a merger in the telecommunications sector (Matav / Jasz-tel)
Hungarian Competition Authority (Budapest)
"HUNGARY : MATÁV / JÁSZ-TEL"* The Hungarian Telecommunication joint stock company (hereinafter: MATÁV) notified to the Competition Office its intention of acquiring control over JÁSZ-TEL Telecommunications Developing and Servicing joint stock company (hereinafter: JÁSZ-TEL) by buying 95 per cent of (...)

The EU Commission prohibits mergers in the German pay-tv sector (Bertelsmann / Kirch / Premiere) (Deutsche Telekom / Betaresearch)
European Commission - DG TRADE (Brussels)
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DG COMP (Brussels)
"Mergers : Recent Developments and Important Decisions"* Major Phase II decisions concerned two proposed concentrations in the German pay-tv sector. In a first step CLT-UFA, a joint venture between Bertelsmann AG and Audiofina SA, and Kirch, the leading supplier of cinema films and TV (...)

The EU Commission acknowledges the abandonment of a planned merger between two leading accountancy and audit companies (EY / KPMG)
European Commission - DG TRADE (Brussels)
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DG COMP (Brussels)
"Mergers Recent important decisions" On 23 December 1997 the Commission was notified of the proposed merger between KPMG and Ernst & Young, two of the so-called ‘Big Six’ worldwide accountancy and audit firms. On 5 February 1998 the Commission announced its intention to carry out a detailed (...)

The EU Commission prohibits the acquisition by leading retail operator in the Netherlands of toys outlets (Blokker / Toys ‘R’ Us)
DG COMP (Brussels)
"Merger : Summary of the most important recent developments"* On 26th June, the Commission decided that the acquisition by Blokker in February 1997, of the “mega” stores operated in The Netherlands by Toys ‘R’ Us would lead to the strengthening of Blokker‘s dominant position in the Dutch market of (...)

The EU Commission conditionally clears a merger in the markets for platinum group metals, requiring for the first time the transfer and possible disposal of shares in a quoted company as a remedy (Anglo American Corporation / Lonrho)
DG COMP (Brussels)
"Merger : Summary of the most important recent developments"* After the prohibition decision of 24th April 1996 in the case IV/M.619 - Gencor/Lonrho, a decision under Article 8 was applied for the second time to the markets for platinum group metals. The first operation was rejected by the (...)

The EU Commission prohibits the creation of a joint-venture in the silicon carbide sector (Saint-Gobain / Wacker-Chemie / NOM)
DG GROW (Brussels)
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DG COMP (Brussels)
"Mergers - Summary of the most important recent developments"* The second prohibition decision concerned the creation of a joint venture in the silicon carbide sector between Société Européenne des Produits Réfractaires (SEPR), belonging to the Saint-Gobain group, Elektroschmelzwerk Kempten (ESK), (...)

The EU Commission prohibits a merger in the daily consumer goods sector between two Finnish companies considering that the operation would likely create a dominant position (Kesko / Tuko)
DG GROW (Brussels)
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DG COMP (Brussels)
"Mergers - Summary of the most important recent developments"* On 20th November 1996 the Commission decided that the acquisition of Tuko by Kesko, two Finnish companies active in the sale of daily consumer goods in Finland, was incompatible with the common market. The Commission’s examination (...)

The UK Secretary of State for Trade and Industry prohibits a proposed concentration in the wholesale and retail of pharmaceutical products after referral of the case by the EU Commission (GEHE / Lloyds)
DG GROW (Brussels)
"Mergers : Summary of the most important recent developments"* On 22nd March 1996, the Commission decided that the public bid by GEHE for Lloyds Chemists should be referred to the UK Competition Authorities for further investigation. At that time, Lloyds was already subject to a bid by (...)

The EU Commission prohibits a joint venture in the Dutch television market (RTL / Veronica / Endemol)
JG Associates (Brussels)
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DG REGIO (Brussels)
"Mergers Summary of the most important recent developments"* The Commission decided that the Dutch tv joint venture Holland Media Groep SA (HMG) cannot be approved under the EC Merger Regulation. As a result the creation of HMG has been declared incompatible with the common market. HMG is a (...)

The EU Commission prohibits the creation of a joint venture intended to transmit satellite TV programs to cable TV operators and households receiving satellite TV on their own dish (NSD)
DG REGIO (Brussels)
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European Commission - DG HR (Brussels)
"Mergers : summary of the most important recent developments"* On 19 July 1995 the Commission prohibited the NSD joint venture following a five-month investigation of the case. NSD was intended to transmit satellite TV programmes to cable TV operators and households receiving satellite TV on (...)

The OECD holds a roundtable on failing firm defence
OECD - Competition Division (Paris)
The perilous financial condition of a merging firm may change the analysis by a competition authority of an otherwise anticompetitive merger. The authority should assess not only what will happen if the merger is permitted, but also what will happen if it is blocked. Several questions arise (...)

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