CASE COMMENTS: MERGERS - EUROPEAN UNION - PROCEDURAL INFRINGEMENTS - GUN-JUMPING - FINES

Gun-jumping: The European Commission imposes two fines totalling EUR 28 million upon one of the world major suppliers of optical products for having infringed the Merger Regulation prior notification and standstill obligations (Canon / Toshiba Medical Systems)

Warehousing – or portage – transactions, which consist in parking the target with an interim buyer in view of its onward sale to the ultimate acquirer, are no exceptions to the prohibition of gun jumping: this is, in a nutshell, the conclusion drawn by the European Commission in its decision of 27 June 2019, in which it imposed a sanction of EUR 28 million on Canon for having infringed both Articles 4(1) and 7(1) of the Merger Regulation (relating respectively to the obligation of prior notification and to the standstill obligation) in the context of its acquisition of Toshiba Medical Systems Corporation ('TMSC'). In this case, the warehousing scheme was required by the financial difficulties faced by the Toshiba group, which forced it to divest – before the end of the 2015 fiscal year

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Authors

  • Hogan Lovells (Paris)
  • Hogan Lovells (Paris)

Quotation

Eric Paroche, Céline Verney, Gun-jumping: The European Commission imposes two fines totalling EUR 28 million upon one of the world major suppliers of optical products for having infringed the Merger Regulation prior notification and standstill obligations (Canon / Toshiba Medical Systems), 27 June 2019, Concurrences Review N° 1-2020, Art. N° 92988, pp. 113-116

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