# Official Journal C 368/2014

| | ISSN 1977-091X |
| --- | --- |
| Official Journal
  of the European Union | C 368 |
| | |
| English edition | Information and Notices | Volume 5717 October 2014 |

ISSN 1977-091X

Official Journal

of the European Union

C 368

English edition

Information and Notices

Volume 5717 October 2014

---

| Notice No | Contents | page |
| --- | --- | --- |
| | IV   Notices |
| | NOTICES FROM EUROPEAN UNION INSTITUTIONS, BODIES, OFFICES AND AGENCIES |
| | European Commission |
| 2014/C 368/01 | Euro exchange rates | 1 |
| 2014/C 368/02 | Opinion of the Advisory Committee on mergers given at its meeting of 21 August 2013 regarding a draft decision relating to Case M.6360 Nynas/Shell/Harburg Refinery — Rapporteur: Belgium | 2 |
| 2014/C 368/03 | Final Report of the Hearing Officer — Nynas / Shell / Harburg refinery assets (M.6360) | 3 |
| 2014/C 368/04 | Summary of Commission Decision of 2 September 2013 declaring a concentration compatible with the internal market and the functioning of the EEA Agreement (Case M.6360 — Nynas/Shell/Harburg refinery) (notified under document number C(2013) 5594 final)
   (
  1
  ) | 5 |
| | NOTICES FROM MEMBER STATES |
| 2014/C 368/05 | Information communicated by Member States regarding closure of fisheries | 13 |
| 2014/C 368/06 | Information communicated by Member States regarding closure of fisheries | 13 |
| 2014/C 368/07 | Information communicated by Member States regarding closure of fisheries | 14 |

Notice No

Contents

page

IV   Notices

NOTICES FROM EUROPEAN UNION INSTITUTIONS, BODIES, OFFICES AND AGENCIES

European Commission

2014/C 368/01

Euro exchange rates

1

2014/C 368/02

Opinion of the Advisory Committee on mergers given at its meeting of 21 August 2013 regarding a draft decision relating to Case M.6360 Nynas/Shell/Harburg Refinery — Rapporteur: Belgium

2

2014/C 368/03

Final Report of the Hearing Officer — Nynas / Shell / Harburg refinery assets (M.6360)

3

2014/C 368/04

Summary of Commission Decision of 2 September 2013 declaring a concentration compatible with the internal market and the functioning of the EEA Agreement (Case M.6360 — Nynas/Shell/Harburg refinery) (notified under document number C(2013) 5594 final)
   (
  1
  )

(notified under document number C(2013) 5594 final)

1

5

NOTICES FROM MEMBER STATES

2014/C 368/05

Information communicated by Member States regarding closure of fisheries

13

2014/C 368/06

Information communicated by Member States regarding closure of fisheries

13

2014/C 368/07

Information communicated by Member States regarding closure of fisheries

14

| | V   Announcements |
| --- | --- |
| | PROCEDURES RELATING TO THE IMPLEMENTATION OF COMPETITION POLICY |
| | European Commission |
| 2014/C 368/08 | Prior notification of a concentration (Case M.7395 — Mexichem/Vestolit) (
  1
  ) | 15 |
| 2014/C 368/09 | Prior notification of a concentration (Case M.7393 — Albemarle/Rockwood) (
  1
  ) | 16 |
| 2014/C 368/10 | Prior notification of a concentration (Case M.7352 — GDF Suez/SOPER/Natixis/LCS 1/LCS 2/LCS 5/LCS 9/LCSGO) — Candidate case for simplified procedure (
  1
  ) | 17 |
| 2014/C 368/11 | Prior notification of a concentration (Case M.7412 — SVP/LSHL) — Candidate case for simplified procedure (
  1
  ) | 18 |
| 2014/C 368/12 | Prior notification of a concentration (Case M.7426 — Gallant Venture/Sumitomo/Toyota Motor/Indonesian JV) — Candidate case for simplified procedure (
  1
  ) | 19 |
| 2014/C 368/13 | Prior notification of a concentration (Case M.7409 — Apollo Management/Companhia de Seguros Tranquilidade) — Candidate case for simplified procedure (
  1
  ) | 20 |
| 2014/C 368/14 | Prior notification of a concentration (Case M.7186 — APG Strategic Real Estate Pool/Hammerson/SDMG/MBG/Via) — Candidate case for simplified procedure (
  1
  ) | 21 |

V   Announcements

PROCEDURES RELATING TO THE IMPLEMENTATION OF COMPETITION POLICY

European Commission

2014/C 368/08

Prior notification of a concentration (Case M.7395 — Mexichem/Vestolit) (
  1
  )

1

15

2014/C 368/09

Prior notification of a concentration (Case M.7393 — Albemarle/Rockwood) (
  1
  )

1

16

2014/C 368/10

Prior notification of a concentration (Case M.7352 — GDF Suez/SOPER/Natixis/LCS 1/LCS 2/LCS 5/LCS 9/LCSGO) — Candidate case for simplified procedure (
  1
  )

1

17

2014/C 368/11

Prior notification of a concentration (Case M.7412 — SVP/LSHL) — Candidate case for simplified procedure (
  1
  )

1

18

2014/C 368/12

Prior notification of a concentration (Case M.7426 — Gallant Venture/Sumitomo/Toyota Motor/Indonesian JV) — Candidate case for simplified procedure (
  1
  )

1

19

2014/C 368/13

Prior notification of a concentration (Case M.7409 — Apollo Management/Companhia de Seguros Tranquilidade) — Candidate case for simplified procedure (
  1
  )

1

20

2014/C 368/14

Prior notification of a concentration (Case M.7186 — APG Strategic Real Estate Pool/Hammerson/SDMG/MBG/Via) — Candidate case for simplified procedure (
  1
  )

1

21

| | |
| --- | --- |
| | (1)   Text with EEA relevance |

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(1)   Text with EEA relevance

1

| EN | |
| --- | --- |

EN

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IV Notices

NOTICES FROM EUROPEAN UNION INSTITUTIONS, BODIES, OFFICES AND AGENCIES

European Commission

| 17.10.2014 | EN | Official Journal of the European Union | C 368/1 |
| --- | --- | --- | --- |

17.10.2014

EN

Official Journal of the European Union

C 368/1

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Euro exchange rates (1)

16 October 2014

2014/C 368/01

1 euro =

| | Currency | Exchange rate |
| --- | --- | --- |
| USD | US dollar | 1,2749 |
| JPY | Japanese yen | 134,95 |
| DKK | Danish krone | 7,4455 |
| GBP | Pound sterling | 0,79700 |
| SEK | Swedish krona | 9,1931 |
| CHF | Swiss franc | 1,2061 |
| ISK | Iceland króna | |
| NOK | Norwegian krone | 8,4565 |
| BGN | Bulgarian lev | 1,9558 |
| CZK | Czech koruna | 27,546 |
| HUF | Hungarian forint | 308,90 |
| LTL | Lithuanian litas | 3,4528 |
| PLN | Polish zloty | 4,2286 |
| RON | Romanian leu | 4,4300 |
| TRY | Turkish lira | 2,9017 |
| AUD | Australian dollar | 1,4645 |
| CAD | Canadian dollar | 1,4446 |
| HKD | Hong Kong dollar | 9,8891 |
| NZD | New Zealand dollar | 1,6117 |
| SGD | Singapore dollar | 1,6255 |
| KRW | South Korean won | 1 358,14 |
| ZAR | South African rand | 14,2101 |
| CNY | Chinese yuan renminbi | 7,8071 |
| HRK | Croatian kuna | 7,6648 |
| IDR | Indonesian rupiah | 15 653,93 |
| MYR | Malaysian ringgit | 4,2025 |
| PHP | Philippine peso | 57,327 |
| RUB | Russian rouble | 52,4040 |
| THB | Thai baht | 41,423 |
| BRL | Brazilian real | 3,1688 |
| MXN | Mexican peso | 17,3750 |
| INR | Indian rupee | 78,8628 |

Currency

Exchange rate

USD

US dollar

1,2749

JPY

Japanese yen

134,95

DKK

Danish krone

7,4455

GBP

Pound sterling

0,79700

SEK

Swedish krona

9,1931

CHF

Swiss franc

1,2061

ISK

Iceland króna

NOK

Norwegian krone

8,4565

BGN

Bulgarian lev

1,9558

CZK

Czech koruna

27,546

HUF

Hungarian forint

308,90

LTL

Lithuanian litas

3,4528

PLN

Polish zloty

4,2286

RON

Romanian leu

4,4300

TRY

Turkish lira

2,9017

AUD

Australian dollar

1,4645

CAD

Canadian dollar

1,4446

HKD

Hong Kong dollar

9,8891

NZD

New Zealand dollar

1,6117

SGD

Singapore dollar

1,6255

KRW

South Korean won

1 358,14

ZAR

South African rand

14,2101

CNY

Chinese yuan renminbi

7,8071

HRK

Croatian kuna

7,6648

IDR

Indonesian rupiah

15 653,93

MYR

Malaysian ringgit

4,2025

PHP

Philippine peso

57,327

RUB

Russian rouble

52,4040

THB

Thai baht

41,423

BRL

Brazilian real

3,1688

MXN

Mexican peso

17,3750

INR

Indian rupee

78,8628

---

(1)  Source: reference exchange rate published by the ECB.

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| 17.10.2014 | EN | Official Journal of the European Union | C 368/2 |
| --- | --- | --- | --- |

17.10.2014

EN

Official Journal of the European Union

C 368/2

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Opinion of the Advisory Committee on mergers given at its meeting of 21 August 2013 regarding a draft decision relating to Case M.6360 Nynas/Shell/Harburg Refinery

Rapporteur: Belgium

2014/C 368/02

| 1. | The Advisory Committee agrees with the Commission that the notified operation constitutes a concentration within the meaning of Article 3(1)(b) of the Merger Regulation. |
| --- | --- |

1.

The Advisory Committee agrees with the Commission that the notified operation constitutes a concentration within the meaning of Article 3(1)(b) of the Merger Regulation.

| 2. | The Advisory Committee agrees with the Commission that the notified transaction has a Union dimension pursuant to Article 1(2) of the Merger Regulation. |
| --- | --- |

2.

The Advisory Committee agrees with the Commission that the notified transaction has a Union dimension pursuant to Article 1(2) of the Merger Regulation.

| 3. | The Advisory Committee agrees with the Commission’s definitions of the relevant product and geographic markets as stated in the draft decision. |
| --- | --- |

3.

The Advisory Committee agrees with the Commission’s definitions of the relevant product and geographic markets as stated in the draft decision.

| 4. | The Advisory Committee agrees with the Commission’s analysis that, without the proposed transaction, the Harburg refinery assets will most likely exit the market. |
| --- | --- |

4.

The Advisory Committee agrees with the Commission’s analysis that, without the proposed transaction, the Harburg refinery assets will most likely exit the market.

| 5. | The Advisory Committee agrees with the Commission’s assessment that the notified concentration, as originally proposed by the notifying party, is not likely to give rise to non-coordinated horizontal effects that would significantly impede effective competition in the EEA markets for (i) naphthenic base and process oils, and (ii) TFO (Transformer oils). |
| --- | --- |

5.

The Advisory Committee agrees with the Commission’s assessment that the notified concentration, as originally proposed by the notifying party, is not likely to give rise to non-coordinated horizontal effects that would significantly impede effective competition in the EEA markets for (i) naphthenic base and process oils, and (ii) TFO (Transformer oils).

| 6. | The Advisory Committee agrees with the Commission’s assessment that the notified concentration, as originally proposed by the notifying party, is not likely to give rise to coordinated effects that would significantly impede effective competition in the EEA markets for (i) naphthenic base and process oils, and (ii) TFO (Transformer oils). |
| --- | --- |

6.

The Advisory Committee agrees with the Commission’s assessment that the notified concentration, as originally proposed by the notifying party, is not likely to give rise to coordinated effects that would significantly impede effective competition in the EEA markets for (i) naphthenic base and process oils, and (ii) TFO (Transformer oils).

| 7. | The Advisory Committee agrees with the Commission’s assessment that the notified concentration, as originally proposed by the notifying party, is not likely to give rise to non-horizontal effects that would significantly impede effective competition in the EEA markets for (i) naphthenic base and process oils, and (ii) TFO (Transformer oils). |
| --- | --- |

7.

The Advisory Committee agrees with the Commission’s assessment that the notified concentration, as originally proposed by the notifying party, is not likely to give rise to non-horizontal effects that would significantly impede effective competition in the EEA markets for (i) naphthenic base and process oils, and (ii) TFO (Transformer oils).

| 8. | The Advisory Committee agrees with the Commission that the notified transaction must therefore be declared compatible with the internal market and the functioning of the EEA Agreement in accordance with Articles 2(2) and 8(1) of the Merger Regulation and Article 57 of the EEA Agreement. |
| --- | --- |

8.

The Advisory Committee agrees with the Commission that the notified transaction must therefore be declared compatible with the internal market and the functioning of the EEA Agreement in accordance with Articles 2(2) and 8(1) of the Merger Regulation and Article 57 of the EEA Agreement.

| 9. | The Advisory Committee asks the Commission to take into account all the other points raised during the discussion. |
| --- | --- |

9.

The Advisory Committee asks the Commission to take into account all the other points raised during the discussion.

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| 17.10.2014 | EN | Official Journal of the European Union | C 368/3 |
| --- | --- | --- | --- |

17.10.2014

EN

Official Journal of the European Union

C 368/3

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Final Report of the Hearing Officer (1)

Nynas / Shell / Harburg refinery assets

(M.6360)

2014/C 368/03

The concentration

| (1) | On 19 February 2013, the European Commission received a notification of a proposed concentration pursuant to Article 4 of Council Regulation (EC) No 139/2004 (2) by which Nynas AB (‘Nynas’, Sweden), controlled by Petróleos de Venezuela SA (‘PDVSA’, Venezuela) and Neste Oil Oyj, (‘Neste Oil’, Finland), acquires sole control within the meaning of Article 3(1)(b) of the Merger Regulation of part of Shell Deutschland Oil GmbH (Germany) by way of purchase of Harburg BOMP and certain parts of the Refinery (the ‘Harburg refinery assets’). |
| --- | --- |

(1)

On 19 February 2013, the European Commission received a notification of a proposed concentration pursuant to Article 4 of Council Regulation (EC) No 139/2004 (2) by which Nynas AB (‘Nynas’, Sweden), controlled by Petróleos de Venezuela SA (‘PDVSA’, Venezuela) and Neste Oil Oyj, (‘Neste Oil’, Finland), acquires sole control within the meaning of Article 3(1)(b) of the Merger Regulation of part of Shell Deutschland Oil GmbH (Germany) by way of purchase of Harburg BOMP and certain parts of the Refinery (the ‘Harburg refinery assets’).

| (2) | The notified transaction relates to the Harburg refinery assets that are necessary to produce distillates from crude oil. The Harburg refinery assets represent the basis of Shell’s current market presence for base and process oils in the EEA and are therefore a part of an undertaking within the meaning of Article 3(1)(b) of the Merger Regulation. |
| --- | --- |

(2)

The notified transaction relates to the Harburg refinery assets that are necessary to produce distillates from crude oil. The Harburg refinery assets represent the basis of Shell’s current market presence for base and process oils in the EEA and are therefore a part of an undertaking within the meaning of Article 3(1)(b) of the Merger Regulation.

| (3) | The notified transaction consists of a 25-year lease of the Harburg refinery assets, including a put-option for Shell and a call-option for Nynas enabling them to convert the lease agreement into an asset-deal. The operation will give Nynas control over the Harburg refinery assets on a lasting basis and thus constitutes a concentration within the meaning of Article 3(1)(b) of the Merger Regulation. |
| --- | --- |

(3)

The notified transaction consists of a 25-year lease of the Harburg refinery assets, including a put-option for Shell and a call-option for Nynas enabling them to convert the lease agreement into an asset-deal. The operation will give Nynas control over the Harburg refinery assets on a lasting basis and thus constitutes a concentration within the meaning of Article 3(1)(b) of the Merger Regulation.

Overview of the procedure

| (4) | On 26 March 2013, the Commission decided to initiate proceedings pursuant to Article 6(1)(c) of the Merger Regulation. |
| --- | --- |

(4)

On 26 March 2013, the Commission decided to initiate proceedings pursuant to Article 6(1)(c) of the Merger Regulation.

| (5) | A Statement of Objections (‘SO’) was sent to the Notifying Party on 19 June 2013. |
| --- | --- |

(5)

A Statement of Objections (‘SO’) was sent to the Notifying Party on 19 June 2013.

| (6) | The Parties submitted their response to the SO on 8 July 2013. Shell submitted a supplementary response on 10 July 2013. |
| --- | --- |

(6)

The Parties submitted their response to the SO on 8 July 2013. Shell submitted a supplementary response on 10 July 2013.

| (7) | Following these responses, the Commission has come to the conclusion that the concentration will not significantly impede effective competition and must be declared compatible with the internal market and the functioning of the EEA Agreement in accordance with Articles 2(2) and 8(1) of the Merger Regulation and Article 57 of the EEA Agreement. |
| --- | --- |

(7)

Following these responses, the Commission has come to the conclusion that the concentration will not significantly impede effective competition and must be declared compatible with the internal market and the functioning of the EEA Agreement in accordance with Articles 2(2) and 8(1) of the Merger Regulation and Article 57 of the EEA Agreement.

Third person

| (8) | Ergon Europe Mea, Inc. (‘Ergon’) applied and was granted the status of interested third person within the meaning of Article 18(4) of the Merger Regulation. |
| --- | --- |

(8)

Ergon Europe Mea, Inc. (‘Ergon’) applied and was granted the status of interested third person within the meaning of Article 18(4) of the Merger Regulation.

| (9) | In accordance with Article 16(1) of Commission Regulation (EC) No 802/2004 (3), Ergon was informed by the Directorate-General for Competition of the nature and subject matter of the proceedings, and was given the right to submit written comments within a set time limit. |
| --- | --- |

(9)

In accordance with Article 16(1) of Commission Regulation (EC) No 802/2004 (3), Ergon was informed by the Directorate-General for Competition of the nature and subject matter of the proceedings, and was given the right to submit written comments within a set time limit.

Access to the file

| (10) | The Notifying Party was given access to the file on 20 June 2013 and on 9 August 2013. In addition, a data room was organised to allow the external counsels of Nynas and Shell to have access to confidential versions of some documents from Ergon, which the case team relied upon, among other documents, for its competitive assessment. |
| --- | --- |

(10)

The Notifying Party was given access to the file on 20 June 2013 and on 9 August 2013. In addition, a data room was organised to allow the external counsels of Nynas and Shell to have access to confidential versions of some documents from Ergon, which the case team relied upon, among other documents, for its competitive assessment.

| (11) | As I did not receive any complaint from the parties, I consider that their procedural rights in respect of access to the file have been observed. |
| --- | --- |

(11)

As I did not receive any complaint from the parties, I consider that their procedural rights in respect of access to the file have been observed.

Draft decision

| (12) | Pursuant to Article 16(1) of Decision 2011/695/EU, the Final Report shall consider whether the draft decision deals only with objections in respect of which the parties have been afforded the opportunity of making known their views. |
| --- | --- |

(12)

Pursuant to Article 16(1) of Decision 2011/695/EU, the Final Report shall consider whether the draft decision deals only with objections in respect of which the parties have been afforded the opportunity of making known their views.

| (13) | Upon review of the draft decision, I conclude that it does not deal with any objection in respect of which the Notifying Parties have not been afforded the opportunity of making known their views. |
| --- | --- |

(13)

Upon review of the draft decision, I conclude that it does not deal with any objection in respect of which the Notifying Parties have not been afforded the opportunity of making known their views.

Conclusion

| (14) | Overall, I conclude that all participants in the proceedings have been able to effectively exercise their procedural rights in this case. |
| --- | --- |

(14)

Overall, I conclude that all participants in the proceedings have been able to effectively exercise their procedural rights in this case.

Brussels, 22 August 2013.

Wouter WILS

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(1)  Pursuant to Articles 16 and 17 of Decision 2011/695/EU of the President of the European Commission of 13 October 2011 on the function and terms of reference of the hearing officer in certain competition proceedings (OJ L 275, 20.10.2011, p. 29).

1

(2)  Council Regulation (EC) No 139/2004 of 20 January 2004 on the control of concentration between undertakings (OJ L 24, 29.1.2004, p. 1) (the ‘Merger Regulation’).

2

(3)  Commission Regulation (EC) No 802/2004 of 7. April 2004 implementing Council Regulation (EC) No 139/2004 on the control of concentrations between undertakings (OJ L 133, 30.4.2004, p. 1) (the ‘Merger Implementing Regulation’).

3

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| 17.10.2014 | EN | Official Journal of the European Union | C 368/5 |
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17.10.2014

EN

Official Journal of the European Union

C 368/5

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SUMMARY OF COMMISSION DECISION

of 2 September 2013

declaring a concentration compatible with the internal market and the functioning of the EEA Agreement

(Case M.6360 — Nynas/Shell/Harburg refinery)

(notified under document number C(2013) 5594 final)

(only the English version is authentic)

(Text with EEA relevance)

2014/C 368/04

On 2 September 2013 the Commission adopted a Decision in a merger case under Council Regulation (EC) No 139/2004 of 20 January 2004 on the control of concentrations between undertakings
   (1)
  , and in particular Article 8(1) of that Regulation. A non-confidential version of the full Decision can be found in the authentic language of the case and in the working languages of the Commission on the website of the Directorate-General for Competition, at the following address: http://ec.europa.eu/comm/competition/index_en.html

I.   THE PARTIES

| (1) | Nynas AB (‘Nynas’, Sweden) is the parent of an international group of companies that produces and sells naphthenic base and process oils, transformer oils (‘TFO’) and bitumen. Shell Deutschland Oil GmbH (Germany) is part of the Shell group of companies (Shell'). Nynas and Shell are hereinafter referred to as ‘the Parties’. |
| --- | --- |

(1)

Nynas AB (‘Nynas’, Sweden) is the parent of an international group of companies that produces and sells naphthenic base and process oils, transformer oils (‘TFO’) and bitumen. Shell Deutschland Oil GmbH (Germany) is part of the Shell group of companies (Shell'). Nynas and Shell are hereinafter referred to as ‘the Parties’.

| (2) | Shell is a fully integrated global group of energy and petrochemical companies. Shell Deutschland Oil GmbH operates a refinery in Hamburg-Harburg which currently comprises:






  (i) | a fuels and distillates refinery, including a tank-farm for crude oil and fuel products (the ‘Refinery’); and |
| --- | --- | --- |

(2)

Shell is a fully integrated global group of energy and petrochemical companies. Shell Deutschland Oil GmbH operates a refinery in Hamburg-Harburg which currently comprises:

(i)

a fuels and distillates refinery, including a tank-farm for crude oil and fuel products (the ‘Refinery’); and

| (ii) | a base oil manufacturing plant (‘BOMP’) (which is fed by distillates from the Refinery), a tank for blending TFO and bitumen facilities (the three installations together are the ‘Harburg BOMP’). |
| --- | --- |

(ii)

a base oil manufacturing plant (‘BOMP’) (which is fed by distillates from the Refinery), a tank for blending TFO and bitumen facilities (the three installations together are the ‘Harburg BOMP’).

II.   THE OPERATION

| (3) | On 19 February 2013, the European Commission received a notification of a proposed concentration pursuant to Article 4 of the Regulation (EC) No 139/2004 (‘Merger Regulation’) by which Nynas acquires sole control within the meaning of Article 3(1)(b) of the Merger Regulation of part of Shell Deutschland Oil GmbH by way of purchase of assets. |
| --- | --- |

(3)

On 19 February 2013, the European Commission received a notification of a proposed concentration pursuant to Article 4 of the Regulation (EC) No 139/2004 (‘Merger Regulation’) by which Nynas acquires sole control within the meaning of Article 3(1)(b) of the Merger Regulation of part of Shell Deutschland Oil GmbH by way of purchase of assets.

| (4) | The notified transaction relates to the Harburg BOMP and certain parts of the Refinery that are necessary to produce distillates from crude oil, together ‘the Harburg refinery assets’. The Harburg refinery assets represent the basis of Shell's current market presence for base and process oils in the EEA and are therefore a part of an undertaking within the meaning of Article 3(1)(b) of the Merger Regulation. |
| --- | --- |

(4)

The notified transaction relates to the Harburg BOMP and certain parts of the Refinery that are necessary to produce distillates from crude oil, together ‘the Harburg refinery assets’. The Harburg refinery assets represent the basis of Shell's current market presence for base and process oils in the EEA and are therefore a part of an undertaking within the meaning of Article 3(1)(b) of the Merger Regulation.

| (5) | The notified transaction consists of a 25-year lease of the Harburg refinery assets, including a put-option for Shell and a call-option for Nynas enabling them to convert the lease agreement into an asset-deal. The operation will give Nynas control over the Harburg refinery assets on a lasting basis and thus constitutes a concentration within the meaning of Article 3(1)(b) of the Merger Regulation. |
| --- | --- |

(5)

The notified transaction consists of a 25-year lease of the Harburg refinery assets, including a put-option for Shell and a call-option for Nynas enabling them to convert the lease agreement into an asset-deal. The operation will give Nynas control over the Harburg refinery assets on a lasting basis and thus constitutes a concentration within the meaning of Article 3(1)(b) of the Merger Regulation.

III.   SUMMARY

| (6) | After preliminary examination of the notification, the Commission adopted a decision on 26 March 2013, concluding that the operation falls within the scope of the Merger Regulation and raises serious doubts as to its compatibility with the internal market and the functioning of the EEA Agreement and initiated proceedings pursuant to Article 6(1)(c) of the Merger Regulation. |
| --- | --- |

(6)

After preliminary examination of the notification, the Commission adopted a decision on 26 March 2013, concluding that the operation falls within the scope of the Merger Regulation and raises serious doubts as to its compatibility with the internal market and the functioning of the EEA Agreement and initiated proceedings pursuant to Article 6(1)(c) of the Merger Regulation.

| (7) | On 17 June 2013, a statement of objections was sent to the Parties pursuant to Article 18 of the Merger Regulation. The Parties replied to the statement of objections on 8 July 2013. Shell has submitted a supplementary response on 10 July. |
| --- | --- |

(7)

On 17 June 2013, a statement of objections was sent to the Parties pursuant to Article 18 of the Merger Regulation. The Parties replied to the statement of objections on 8 July 2013. Shell has submitted a supplementary response on 10 July.

| (8) | The Advisory Committee discussed the draft decision on 21 August 2013 and issued a favourable opinion. |
| --- | --- |

(8)

The Advisory Committee discussed the draft decision on 21 August 2013 and issued a favourable opinion.

IV.   EXPLANATORY MEMORANDUM

A.   THE RELEVANT PRODUCT MARKETS

| (9) | The Parties' activities will give rise to (a) horizontal overlaps in the production and supply of (i) base and process oils for industrial use; and (ii) Transformer Oils (‘TFO’); and (b) vertical links in the production of naphthenic base oils and TFO. |
| --- | --- |

(9)

The Parties' activities will give rise to (a) horizontal overlaps in the production and supply of (i) base and process oils for industrial use; and (ii) Transformer Oils (‘TFO’); and (b) vertical links in the production of naphthenic base oils and TFO.

(i)   Base and process oils for industrial use

| (10) | Both Nynas and the Commission are of the view that it is appropriate to define one single relevant product market for base and process oils for industrial use, most importantly because they are identical in terms of physical and chemical characteristics. |
| --- | --- |

(10)

Both Nynas and the Commission are of the view that it is appropriate to define one single relevant product market for base and process oils for industrial use, most importantly because they are identical in terms of physical and chemical characteristics.

| (11) | Nynas argues that naphthenic base and process oils can be substituted by paraffinic base and process oils, but the Commission takes the view that a separate product market for the production of naphthenic base and process oils, as opposed to paraffinic base and process oils, should be defined, most importantly because:






  — | with regard to demand side, naphthenic and paraffinic oils are different in terms of product characteristics, such as the solvency or volatility, and price, |
| --- | --- | --- |

(11)

Nynas argues that naphthenic base and process oils can be substituted by paraffinic base and process oils, but the Commission takes the view that a separate product market for the production of naphthenic base and process oils, as opposed to paraffinic base and process oils, should be defined, most importantly because:

—

with regard to demand side, naphthenic and paraffinic oils are different in terms of product characteristics, such as the solvency or volatility, and price,

| — | for some end-applications in which naphthenic oils are used, naphthenic oils cannot be substituted by paraffinic oils because of the difference in product characteristics. For other end-applications for which technical substitution may not be excluded switching is costly and takes a very long time, |
| --- | --- |

—

for some end-applications in which naphthenic oils are used, naphthenic oils cannot be substituted by paraffinic oils because of the difference in product characteristics. For other end-applications for which technical substitution may not be excluded switching is costly and takes a very long time,

| — | with regard to supply side, the production processes of naphthenic and paraffinic base and process oils require different (a) equipment and facilities; and (b) feedstocks. |
| --- | --- |

—

with regard to supply side, the production processes of naphthenic and paraffinic base and process oils require different (a) equipment and facilities; and (b) feedstocks.

| (12) | Nynas submitted a price premium correlation study to illustrate that the correlations between the premiums of the selected naphthenic and paraffinic applications are strong enough to conclude that the naphthenic and paraffinic products are on the same market. The Commission however takes the view that the methodology used to calculate the price premium is problematic, as it has led to spurious correlation. Once the methodological problem was corrected, the results did not support a broad market definition. |
| --- | --- |

(12)

Nynas submitted a price premium correlation study to illustrate that the correlations between the premiums of the selected naphthenic and paraffinic applications are strong enough to conclude that the naphthenic and paraffinic products are on the same market. The Commission however takes the view that the methodology used to calculate the price premium is problematic, as it has led to spurious correlation. Once the methodological problem was corrected, the results did not support a broad market definition.

| (13) | The Commission agrees with Nynas that for reasons of supply side substitutability the market for base and process oils is not segmented according to end-applications, even though there is a distinct demand for each end-application. |
| --- | --- |

(13)

The Commission agrees with Nynas that for reasons of supply side substitutability the market for base and process oils is not segmented according to end-applications, even though there is a distinct demand for each end-application.

| (14) | The Commission does not share the view of Nynas that naphthenic base and process oils are substitutable with GtL-based products, i.e. products that are produced by using a technology of conversion of natural gas into liquid hydrocarbon products at the site of gas production, as (a) it is uncertain whether GtL — which is different in terms of viscosity, viscosity index, volatility, solvency and sulphur content — can be an alternative for most end-applications; (b) the GtL production process is significantly more expensive; and (c) there could be high costs associated to switching. |
| --- | --- |

(14)

The Commission does not share the view of Nynas that naphthenic base and process oils are substitutable with GtL-based products, i.e. products that are produced by using a technology of conversion of natural gas into liquid hydrocarbon products at the site of gas production, as (a) it is uncertain whether GtL — which is different in terms of viscosity, viscosity index, volatility, solvency and sulphur content — can be an alternative for most end-applications; (b) the GtL production process is significantly more expensive; and (c) there could be high costs associated to switching.

(ii)   Transformer Oils (TFO)

| (15) | TFO are used to insulate distribution transformers and power transformers. They consist of a blend of highly-refined base oils. TFO are usually produced from naphthenic base oil, paraffinic base oil or a blend of both. Transformer oils can be classified as inhibited or uninhibited, the primary difference being that a small amount of oxidation inhibitor is added to the inhibited TFO. The inhibitor delays the onset of oxidation of the TFO, thus prolonging the life of the TFO and of the transformer. In terms of production, higher quality oil is required for inhibited as opposed to uninhibited TFO. |
| --- | --- |

(15)

TFO are used to insulate distribution transformers and power transformers. They consist of a blend of highly-refined base oils. TFO are usually produced from naphthenic base oil, paraffinic base oil or a blend of both. Transformer oils can be classified as inhibited or uninhibited, the primary difference being that a small amount of oxidation inhibitor is added to the inhibited TFO. The inhibitor delays the onset of oxidation of the TFO, thus prolonging the life of the TFO and of the transformer. In terms of production, higher quality oil is required for inhibited as opposed to uninhibited TFO.

| (16) | The Commission agrees with Nynas that TFO constitutes a separate market from base and process oils, notably due to different technical characteristics and a different production process. TFO has special dialectical characteristics and needs special refinery treatment, its key requirements being longevity and dialectical stability (i.e. the oil must be a very good electrical insulator). |
| --- | --- |

(16)

The Commission agrees with Nynas that TFO constitutes a separate market from base and process oils, notably due to different technical characteristics and a different production process. TFO has special dialectical characteristics and needs special refinery treatment, its key requirements being longevity and dialectical stability (i.e. the oil must be a very good electrical insulator).

| (17) | Nynas and the Commission agree that unused and reclaimed TFO should be considered as separate product markets, notably in view of the differences in quality and price. They also share the view that a further segmentation of the TFO market into (i) inhibited; and (ii) uninhibited TFO would not be appropriate, because substitution between inhibited and uninhibited TFO is both technically and economically possible from the supply and from the demand side. The long lifetime of inhibited TFO has an influence on the competitive situation but it does not justify the definition of a separate market. |
| --- | --- |

(17)

Nynas and the Commission agree that unused and reclaimed TFO should be considered as separate product markets, notably in view of the differences in quality and price. They also share the view that a further segmentation of the TFO market into (i) inhibited; and (ii) uninhibited TFO would not be appropriate, because substitution between inhibited and uninhibited TFO is both technically and economically possible from the supply and from the demand side. The long lifetime of inhibited TFO has an influence on the competitive situation but it does not justify the definition of a separate market.

| (18) | In line with Nynas' view, the Commission considers that TFO made from (i) naphthenic; (ii) paraffinic base oils; and (iii) a blend of them should not be considered as separate product markets. Although there is a difference in terms of chemical characteristics, price and production process, technically all kinds of TFO products can be used for all end applications and the technical specifications defined in the international standards for TFO can be met regardless of the naphthenic or paraffinic nature of the base oils used. |
| --- | --- |

(18)

In line with Nynas' view, the Commission considers that TFO made from (i) naphthenic; (ii) paraffinic base oils; and (iii) a blend of them should not be considered as separate product markets. Although there is a difference in terms of chemical characteristics, price and production process, technically all kinds of TFO products can be used for all end applications and the technical specifications defined in the international standards for TFO can be met regardless of the naphthenic or paraffinic nature of the base oils used.

B.   THE RELEVANT GEOGRAPHIC MARKETS

(i)   Base and process oils for industrial use

| (19) | In its Exxon/Mobil decision (M.1383), the Commission found that the relevant geographic market for Group I base oils used in lubricants was EEA-wide considering:






  — | prices in the United States and Asia had been consistently above prices in the EEA and had not posed a competitive constraint, |
| --- | --- | --- |

(19)

In its Exxon/Mobil decision (M.1383), the Commission found that the relevant geographic market for Group I base oils used in lubricants was EEA-wide considering:

—

prices in the United States and Asia had been consistently above prices in the EEA and had not posed a competitive constraint,

| — | base oils for lubricants in Europe needed to conform to specific European consumption profiles as well as EEA requirements, and |
| --- | --- |

—

base oils for lubricants in Europe needed to conform to specific European consumption profiles as well as EEA requirements, and

| — | there was no spot market for base oils in the EEA with any material liquidity and traders on the stock market had not imported base oil into the EEA in previous years. |
| --- | --- |

—

there was no spot market for base oils in the EEA with any material liquidity and traders on the stock market had not imported base oil into the EEA in previous years.

| (20) | Nynas argues that the market conditions have in the meantime significantly evolved. At present, base and process oils would be produced and traded globally in accordance with international classification standards and quality requirements. However, the Commission takes the view that the geographic scope of the market for naphthenic base and process oils for industrial applications is EEA-wide:






  (a) | customers who use naphthenic base and process oils for their production in the EEA mostly opt for suppliers based in the EEA; |
| --- | --- | --- |

(20)

Nynas argues that the market conditions have in the meantime significantly evolved. At present, base and process oils would be produced and traded globally in accordance with international classification standards and quality requirements. However, the Commission takes the view that the geographic scope of the market for naphthenic base and process oils for industrial applications is EEA-wide:

(a)

customers who use naphthenic base and process oils for their production in the EEA mostly opt for suppliers based in the EEA;

| (b) | transport costs constitute a barrier to imports into the EEA; |
| --- | --- |

(b)

transport costs constitute a barrier to imports into the EEA;

| (c) | factors other than transport costs and import tariffs concern logistical constraints such as local storage and distribution; |
| --- | --- |

(c)

factors other than transport costs and import tariffs concern logistical constraints such as local storage and distribution;

| (d) | prices are different between the EEA and North America, as well as between the EEA and the rest of the world. The price premium correlation study submitted by Nynas does not support its view of a geographic market wider than the EEA once the methodological problem is corrected; |
| --- | --- |

(d)

prices are different between the EEA and North America, as well as between the EEA and the rest of the world. The price premium correlation study submitted by Nynas does not support its view of a geographic market wider than the EEA once the methodological problem is corrected;

| (e) | the quality of naphthenic base and process oils is different between the EEA and the rest of the world. |
| --- | --- |

(e)

the quality of naphthenic base and process oils is different between the EEA and the rest of the world.

(ii)   Transformer Oils (TFO)

| (21) | Nynas takes the view that the market for TFO has a global scope for the following reasons: (i) existence of a global trade structure; (ii) global prices; (iii) consumption profiles and quality requirements are more and more globalised; and (iv) harmonisation of global environmental standards has led to the streamlining of customers' requirements on a global basis. |
| --- | --- |

(21)

Nynas takes the view that the market for TFO has a global scope for the following reasons: (i) existence of a global trade structure; (ii) global prices; (iii) consumption profiles and quality requirements are more and more globalised; and (iv) harmonisation of global environmental standards has led to the streamlining of customers' requirements on a global basis.

| (22) | However, the Commission takes the view that the geographic scope of the market for TFO and its submarkets of inhibited and uninhibited TFO is EEA-wide for similar reasons as mentioned above in paragraph (20):






  (a) | a large part of the customers sources all or almost all TFO in the EEA; |
| --- | --- | --- |

(22)

However, the Commission takes the view that the geographic scope of the market for TFO and its submarkets of inhibited and uninhibited TFO is EEA-wide for similar reasons as mentioned above in paragraph (20):

(a)

a large part of the customers sources all or almost all TFO in the EEA;

| (b) | transport costs constitute a barrier to imports in the EEA; |
| --- | --- |

(b)

transport costs constitute a barrier to imports in the EEA;

| (c) | access to storage, reliability of supply, the difference in standard requirements or reputation constitute other barriers to imports of TFO into the EEA; |
| --- | --- |

(c)

access to storage, reliability of supply, the difference in standard requirements or reputation constitute other barriers to imports of TFO into the EEA;

| (d) | prices and competitive conditions are different between the EEA and North America as well as between the EEA and the rest of the world; |
| --- | --- |

(d)

prices and competitive conditions are different between the EEA and North America as well as between the EEA and the rest of the world;

| (e) | the quality of TFO is different between the EEA and the rest of the world. |
| --- | --- |

(e)

the quality of TFO is different between the EEA and the rest of the world.

C.   COMPETITIVE ASSESSMENT

1.   Framework for assessing the proposed transaction

| (23) | A merger that significantly impedes effective competition in the internal market or in a substantial part of it shall be declared incompatible with the internal market; its implementation shall be prohibited (2). There is no basis for a prohibition, however, if the competitive structure of the market would deteriorate to the same or a greater extent without the merger (3). |
| --- | --- |

(23)

A merger that significantly impedes effective competition in the internal market or in a substantial part of it shall be declared incompatible with the internal market; its implementation shall be prohibited (2). There is no basis for a prohibition, however, if the competitive structure of the market would deteriorate to the same or a greater extent without the merger (3).

| (24) | Thus, to assess whether a merger significantly impedes effective competition, the Commission must compare the competitive conditions that prevail without the merger with the conditions that would result from the merger (4). |
| --- | --- |

(24)

Thus, to assess whether a merger significantly impedes effective competition, the Commission must compare the competitive conditions that prevail without the merger with the conditions that would result from the merger (4).

| (25) | To determine the conditions that would prevail without the merger, the Commission may take into account future changes to the market that can reasonably be predicted (5). |
| --- | --- |

(25)

To determine the conditions that would prevail without the merger, the Commission may take into account future changes to the market that can reasonably be predicted (5).

| (26) | Of particular relevance may be whether, without the merger, the relevant assets would exit the market. Where the assets would in the near future be forced out of the market if not taken over by another undertaking and where there is no prospect of a less anti-competitive alternative purchase than the notified merger, the Commission may conclude that a deterioration of the competitive structure that follows the merger is not caused by the merger, since the competitive structure of the market would in any event deteriorate to at least the same extent without the merger (6). |
| --- | --- |

(26)

Of particular relevance may be whether, without the merger, the relevant assets would exit the market. Where the assets would in the near future be forced out of the market if not taken over by another undertaking and where there is no prospect of a less anti-competitive alternative purchase than the notified merger, the Commission may conclude that a deterioration of the competitive structure that follows the merger is not caused by the merger, since the competitive structure of the market would in any event deteriorate to at least the same extent without the merger (6).

| (27) | It is for the notifying parties to provide in due time all the relevant information necessary to demonstrate that a deterioration of the competitive structure that follows the merger is not caused by the merger (7). |
| --- | --- |

(27)

It is for the notifying parties to provide in due time all the relevant information necessary to demonstrate that a deterioration of the competitive structure that follows the merger is not caused by the merger (7).

In absence of the Transaction, the Harburg refinery assets will be forced out of the market if not taken over by another undertaking

| (28) | The Harburg refinery assets have been, on average, loss making during the period (past 5 to 10 years). During the last 5 to 10 years, the refinery's aggregate NIBIAT was USD (- 50 to - 150) million and the annual average loss amounted to USD (0 to - 50) million. Additionally, and according to Shell's latest internal computations, the net present value (‘NPV’) of closing the Harburg refinery asset is approx. USD (- 300 to - 550) million, while the NPV of continuing to operate the assets would be approx. USD (- 800 to - 1 000) million. As continued operation would lead to the double of losses, it is self-evident that closure of the site is significantly more attractive to Shell. |
| --- | --- |

(28)

The Harburg refinery assets have been, on average, loss making during the period (past 5 to 10 years). During the last 5 to 10 years, the refinery's aggregate NIBIAT was USD (- 50 to - 150) million and the annual average loss amounted to USD (0 to - 50) million. Additionally, and according to Shell's latest internal computations, the net present value (‘NPV’) of closing the Harburg refinery asset is approx. USD (- 300 to - 550) million, while the NPV of continuing to operate the assets would be approx. USD (- 800 to - 1 000) million. As continued operation would lead to the double of losses, it is self-evident that closure of the site is significantly more attractive to Shell.

| (29) | Shell has publicly communicated closure in the absence of a divestiture of Harburg. It has also explained its future business strategy to leave the naphthenic industrial oil sector. This strategy is in line with the fact that over the last two decades, most of the oil majors have exited the naphthenic business, focusing more on exploration and production activities as well as commodity products such as fuels. Shell provided documentary evidence that it has already closed down the fuels part of the refinery in April 2013 and that scrapping has been started. |
| --- | --- |

(29)

Shell has publicly communicated closure in the absence of a divestiture of Harburg. It has also explained its future business strategy to leave the naphthenic industrial oil sector. This strategy is in line with the fact that over the last two decades, most of the oil majors have exited the naphthenic business, focusing more on exploration and production activities as well as commodity products such as fuels. Shell provided documentary evidence that it has already closed down the fuels part of the refinery in April 2013 and that scrapping has been started.

| (30) | Finally, the Commission analysed internal documents submitted by Shell and did not find any indication that Shell had plans to operate the Harburg refinery long-term. |
| --- | --- |

(30)

Finally, the Commission analysed internal documents submitted by Shell and did not find any indication that Shell had plans to operate the Harburg refinery long-term.

| (31) | Based on the abovementioned facts, the Commission concludes that the Harburg refinery assets will in the near future be forced out of the market if not taken over by another undertaking. |
| --- | --- |

(31)

Based on the abovementioned facts, the Commission concludes that the Harburg refinery assets will in the near future be forced out of the market if not taken over by another undertaking.

There is no less anti-competitive alternative purchase than the notified merger

| (32) | Before engaging into negotiations with Nynas regarding the sale of the Harburg refinery asset, Shell had commenced internal planning efforts at the end of 2008 for the sale of the Harburg/Heide refineries. However, there was no credible interest from buyers to purchase the whole of the Harburg refinery complex. Niche players expressed interest in acquiring the BOMP alone, which would have left Shell with a stranded fuels refinery asset. After realising that Shell would not be able to sell the entire Harburg refinery Shell decided to retain part of it (and convert it into a terminal) and to try to sell the remaining part together with the BOMP to a potential niche base oil player. Nynas and Ergon were identified as the only potential buyers based on this new divestment concept. Ergon is a US-based company active in the production of naphthenic base and process oils, among others. Ergon is currently Nynas' main competitor in the EEA. It exports naphthenic base and process oils from its facility in the US to the EEA. |
| --- | --- |

(32)

Before engaging into negotiations with Nynas regarding the sale of the Harburg refinery asset, Shell had commenced internal planning efforts at the end of 2008 for the sale of the Harburg/Heide refineries. However, there was no credible interest from buyers to purchase the whole of the Harburg refinery complex. Niche players expressed interest in acquiring the BOMP alone, which would have left Shell with a stranded fuels refinery asset. After realising that Shell would not be able to sell the entire Harburg refinery Shell decided to retain part of it (and convert it into a terminal) and to try to sell the remaining part together with the BOMP to a potential niche base oil player. Nynas and Ergon were identified as the only potential buyers based on this new divestment concept. Ergon is a US-based company active in the production of naphthenic base and process oils, among others. Ergon is currently Nynas' main competitor in the EEA. It exports naphthenic base and process oils from its facility in the US to the EEA.

| (33) | On 20 April 2011, Shell sent out a process letter to both Nynas and Ergon requesting final binding bids for the assets by 5 May 2011. On 28 April 2011, Shell received an e-mail from Ergon explaining that based on the results of its financial model, the Due Diligence Team had recommended to Ergon's Executive Committee not to proceed further with the project. Ergon summarised its due diligence findings in a financial model in April 2011, which showed that the estimated return was far below the ‘hurdle’ rate that they would find acceptable for such investments. |
| --- | --- |

(33)

On 20 April 2011, Shell sent out a process letter to both Nynas and Ergon requesting final binding bids for the assets by 5 May 2011. On 28 April 2011, Shell received an e-mail from Ergon explaining that based on the results of its financial model, the Due Diligence Team had recommended to Ergon's Executive Committee not to proceed further with the project. Ergon summarised its due diligence findings in a financial model in April 2011, which showed that the estimated return was far below the ‘hurdle’ rate that they would find acceptable for such investments.

| (34) | Further contacts between Shell and Ergon took place to see if there was a way a binding bid could be submitted to Shell. Shell compared Ergon's proposed deal terms to the cost of closure. Shell explained to the Commission that Ergon's requests included Shell's list of naphthenic base and process oil customers that Shell was (and is still) not willing to give up, as this would undermine its GtL strategy, as Shell planned to migrate its current customers of naphthenic oils to its GtL products in the future. It was the high value of the customer list that made the value of Ergon's deal more costly than the cost of closure. |
| --- | --- |

(34)

Further contacts between Shell and Ergon took place to see if there was a way a binding bid could be submitted to Shell. Shell compared Ergon's proposed deal terms to the cost of closure. Shell explained to the Commission that Ergon's requests included Shell's list of naphthenic base and process oil customers that Shell was (and is still) not willing to give up, as this would undermine its GtL strategy, as Shell planned to migrate its current customers of naphthenic oils to its GtL products in the future. It was the high value of the customer list that made the value of Ergon's deal more costly than the cost of closure.

| (35) | In addition, the Commission has analysed internal documents submitted by Ergon but it has not found internal documents that confirm Ergon's continued interest in acquiring Harburg. |
| --- | --- |

(35)

In addition, the Commission has analysed internal documents submitted by Ergon but it has not found internal documents that confirm Ergon's continued interest in acquiring Harburg.

| (36) | The Commission has also considered whether a quantitative analysis of Ergon's incentives to acquire the assets and of Shell's incentives to sell can be used to establish the likelihood of an acquisition of the Harburg refinery assets by Ergon in the absence of the Proposed Transaction. However, due to the uncertainty of key parameters the precision of the quantitative analysis of the likelihood of Ergon acquiring Harburg in the absence of the transaction is low. Therefore, the quantitative analysis cannot be used to reliably conclude whether it would be likely that Ergon would be willing to buy the Harburg refinery assets at a (possibly negative) price that Shell would be still willing to accept. |
| --- | --- |

(36)

The Commission has also considered whether a quantitative analysis of Ergon's incentives to acquire the assets and of Shell's incentives to sell can be used to establish the likelihood of an acquisition of the Harburg refinery assets by Ergon in the absence of the Proposed Transaction. However, due to the uncertainty of key parameters the precision of the quantitative analysis of the likelihood of Ergon acquiring Harburg in the absence of the transaction is low. Therefore, the quantitative analysis cannot be used to reliably conclude whether it would be likely that Ergon would be willing to buy the Harburg refinery assets at a (possibly negative) price that Shell would be still willing to accept.

The Harburg assets would inevitably exit the market.

| (37) | In the present case the transaction is an asset deal. Therefore, in the absence of the transaction the Harburg refinery assets will be forced out of the market in the near future, as there is no alternative credible buyer that could acquire the Harburg refinery assets. |
| --- | --- |

(37)

In the present case the transaction is an asset deal. Therefore, in the absence of the transaction the Harburg refinery assets will be forced out of the market in the near future, as there is no alternative credible buyer that could acquire the Harburg refinery assets.

Conclusion

| (38) | The competitive effects of the present transaction will be assessed against an alternative scenario which is the exit of the Harburg refinery assets from the relevant markets. |
| --- | --- |

(38)

The competitive effects of the present transaction will be assessed against an alternative scenario which is the exit of the Harburg refinery assets from the relevant markets.

2.   Horizontal non-coordinated effects in the market for naphthenic base and process oils

| (39) | The Commission takes the view that in the present case the analysis of market shares does not give an accurate indication of the effects of this transaction on the competitive situation on the market. |
| --- | --- |

(39)

The Commission takes the view that in the present case the analysis of market shares does not give an accurate indication of the effects of this transaction on the competitive situation on the market.

| (40) | Post-transaction Nynas would have a combined market share in the EEA of ca. 73 % in naphthenic base and process oils in 2012 in terms of volume, with an increment of (10-20 %). Ergon will account for (20-30 %) % and Calumet and PetroChina account for only (0-5 %) and (0-5 %) of the EEA market, respectively.
  Base and process oils – Industrial segment (volume in kt) – Naphthenic oils only
  EEA | 2009 | 2010 | 2011 | 2012 |
| --- | --- | --- | --- | --- | --- |
| | kt | % | kt | % | kt | % | kt | % |
| Nynas | [...] | [60-70 %] | [...] | [60-70 %] | [...] | [60-70 %] | [...] | [50-60 %] |
| Target | [...] | [10-20 %] | [...] | [10-20 %] | [...] | [10-20 %] | [...] | [10-20 %] |
| Ergon | [...] | [10-20 %] | [...] | [10-20 %] | [...] | [10-20 %] | [...] | [20-30 %] |
| Calumet | [...] | [1-5 %] | [...] | [1-5 %] | [...] | [1-5 %] | [...] | [1-5 %] |
| PetroChina | [...] | [1-5 %] | [...] | [1-5 %] | [...] | [1-5 %] | [...] | [1-5 %] |
| Total | [...] | 100 | [...] | 100 | [...] | 100 | [...] | 100 |
| Source: Form CO |

(40)

Post-transaction Nynas would have a combined market share in the EEA of ca. 73 % in naphthenic base and process oils in 2012 in terms of volume, with an increment of (10-20 %). Ergon will account for (20-30 %) % and Calumet and PetroChina account for only (0-5 %) and (0-5 %) of the EEA market, respectively.

Base and process oils – Industrial segment (volume in kt) – Naphthenic oils only

EEA

2009

2010

2011

2012

kt

%

kt

%

kt

%

kt

%

Nynas

[...]

[60-70 %]

[...]

[60-70 %]

[...]

[60-70 %]

[...]

[50-60 %]

Target

[...]

[10-20 %]

[...]

[10-20 %]

[...]

[10-20 %]

[...]

[10-20 %]

Ergon

[...]

[10-20 %]

[...]

[10-20 %]

[...]

[10-20 %]

[...]

[20-30 %]

Calumet

[...]

[1-5 %]

[...]

[1-5 %]

[...]

[1-5 %]

[...]

[1-5 %]

PetroChina

[...]

[1-5 %]

[...]

[1-5 %]

[...]

[1-5 %]

[...]

[1-5 %]

Total

[...]

100

[...]

100

[...]

100

[...]

100

Source: Form CO

| (41) | Under a closure scenario, Nynas would remain capacity constrained and it would have to rely on additional costly imports or will have to forgo non-EEA sales that it currently finds profitable. Either of these two options would result in an opportunity cost that would reduce the incentive to compete aggressively in the EEA. Ergon would most likely capture a higher share of the market in the closure scenario compared to a merger scenario. However, Ergon's increase in market share in the closure scenario would be associated with a higher price level than the one that would prevail under the proposed transaction. As Ergon claimed, it would increase supply from the United States to the EEA only in case of a price increase in the EEA. |
| --- | --- |

(41)

Under a closure scenario, Nynas would remain capacity constrained and it would have to rely on additional costly imports or will have to forgo non-EEA sales that it currently finds profitable. Either of these two options would result in an opportunity cost that would reduce the incentive to compete aggressively in the EEA. Ergon would most likely capture a higher share of the market in the closure scenario compared to a merger scenario. However, Ergon's increase in market share in the closure scenario would be associated with a higher price level than the one that would prevail under the proposed transaction. As Ergon claimed, it would increase supply from the United States to the EEA only in case of a price increase in the EEA.

| (42) | In other words, the higher market share that Nynas is likely to capture under the proposed transaction is primarily due to Nynas becoming more competitive relative to the closure scenario, and is not associated with higher prices relative to that scenario. |
| --- | --- |

(42)

In other words, the higher market share that Nynas is likely to capture under the proposed transaction is primarily due to Nynas becoming more competitive relative to the closure scenario, and is not associated with higher prices relative to that scenario.

Less capacity in the absence of the notified transaction

| (43) | The Harburg refinery assets have a capacity of around (150-250) ktpa and produce around (100-200) ktpa (8) of naphthenic base and process oils (9). In absence of the notified transaction, the Harburg refinery assets would leave the market and that would represent a reduction in capacity of around (150-250) ktpa for the EEA market for naphthenic base and process oils. Shell has no other naphthenic base and process oil production capacity. Therefore, Shell would no longer be a competitive constraint once the Harburg refinery assets are closed. |
| --- | --- |

(43)

The Harburg refinery assets have a capacity of around (150-250) ktpa and produce around (100-200) ktpa (8) of naphthenic base and process oils (9). In absence of the notified transaction, the Harburg refinery assets would leave the market and that would represent a reduction in capacity of around (150-250) ktpa for the EEA market for naphthenic base and process oils. Shell has no other naphthenic base and process oil production capacity. Therefore, Shell would no longer be a competitive constraint once the Harburg refinery assets are closed.

| (44) | Nynas, the only other EEA producer of naphthenic base and process oil, is capacity constrained, which is why it currently relies on external sources of supply to meet its customers demand. Additionally, an increase of production capacity at the Nynäshamn refinery appears unlikely. Nynas has been looking for an opportunity to secure and increase its capacity. Most of the alternatives considered comprised projects outside the EEA. One alternative project in the EEA was considered. However, the project was rejected by Nynas' Board of directors in 2007, long before the Harburg refinery assets were for sale. The main reason behind that rejection was that the contemplated investments were considered too high in comparison to the expected profitability. |
| --- | --- |

(44)

Nynas, the only other EEA producer of naphthenic base and process oil, is capacity constrained, which is why it currently relies on external sources of supply to meet its customers demand. Additionally, an increase of production capacity at the Nynäshamn refinery appears unlikely. Nynas has been looking for an opportunity to secure and increase its capacity. Most of the alternatives considered comprised projects outside the EEA. One alternative project in the EEA was considered. However, the project was rejected by Nynas' Board of directors in 2007, long before the Harburg refinery assets were for sale. The main reason behind that rejection was that the contemplated investments were considered too high in comparison to the expected profitability.

| (45) | The Commission therefore considers that in the absence of the notified transaction there would be a relatively significant reduction of supply capacity on the EEA market for naphthenic base and process oils, which is likely to lead to an increase in prices. This conclusion is valid even in the absence of any expansion of the Harburg refinery assets by Nynas under the notified transaction, that is even if Nynas would not further expand the capacity of the Harburg Assets. |
| --- | --- |

(45)

The Commission therefore considers that in the absence of the notified transaction there would be a relatively significant reduction of supply capacity on the EEA market for naphthenic base and process oils, which is likely to lead to an increase in prices. This conclusion is valid even in the absence of any expansion of the Harburg refinery assets by Nynas under the notified transaction, that is even if Nynas would not further expand the capacity of the Harburg Assets.

| (46) | Furthermore, the transaction would create significant efficiencies, as explained below. |
| --- | --- |

(46)

Furthermore, the transaction would create significant efficiencies, as explained below.

The transaction leads to a capacity increase at Harburg and thereby lower prices

| (47) | The transaction would result in a verifiable capacity increase of around 160 ktpa in the EEA which will lead to verifiable cost savings for Nynas on significant volumes of sales. The Commission has calculated, based on evidence provided by Nynas, that Nynas would have a reduction of its effective variable costs for incremental EEA sales of roughly (20-30 %) %. The Commission therefore acknowledges that significant volumes that would be otherwise procured more expensively by spot transactions from third parties can be substituted by cheaper production in the EEA as a consequence of the proposed transaction. |
| --- | --- |

(47)

The transaction would result in a verifiable capacity increase of around 160 ktpa in the EEA which will lead to verifiable cost savings for Nynas on significant volumes of sales. The Commission has calculated, based on evidence provided by Nynas, that Nynas would have a reduction of its effective variable costs for incremental EEA sales of roughly (20-30 %) %. The Commission therefore acknowledges that significant volumes that would be otherwise procured more expensively by spot transactions from third parties can be substituted by cheaper production in the EEA as a consequence of the proposed transaction.

| (48) | As Nynas cannot realise the cost savings described above by other means than the transaction, the Commission concludes that the cost savings are merger specific. In addition, Nynas' cost savings will be likely reflected in its prices. The Transaction would thus benefit consumers, as Nynas will have the incentives to partly pass on the cost savings to consumers, leading to lower prices relative to the levels that would prevail in the absence of the transaction. |
| --- | --- |

(48)

As Nynas cannot realise the cost savings described above by other means than the transaction, the Commission concludes that the cost savings are merger specific. In addition, Nynas' cost savings will be likely reflected in its prices. The Transaction would thus benefit consumers, as Nynas will have the incentives to partly pass on the cost savings to consumers, leading to lower prices relative to the levels that would prevail in the absence of the transaction.

Conclusion

| (49) | The Commission concludes that the proposed transaction not only preserves the existing production capacity in the Harburg refinery assets but also adds more capacity as a result of the verifiable expansion. Shell would disappear from the naphthenic market independently of the proposed transaction. Nynas can use the additional capacity to replace high variable cost imports with its own production in the Harburg refinery assets that entails lower variable cost. Therefore it has high incentives to use the additional capacity. As a result of the proposed transaction, more capacity will be available on the EEA market at lower variable costs. This will likely have a positive effect on EEA prices relative to the scenario in the absence of the concentration. |
| --- | --- |

(49)

The Commission concludes that the proposed transaction not only preserves the existing production capacity in the Harburg refinery assets but also adds more capacity as a result of the verifiable expansion. Shell would disappear from the naphthenic market independently of the proposed transaction. Nynas can use the additional capacity to replace high variable cost imports with its own production in the Harburg refinery assets that entails lower variable cost. Therefore it has high incentives to use the additional capacity. As a result of the proposed transaction, more capacity will be available on the EEA market at lower variable costs. This will likely have a positive effect on EEA prices relative to the scenario in the absence of the concentration.

3.   Horizontal non-coordinated effects in the market for TFO

| (50) | Post-transaction Nynas would have a combined market share in the EEA of (50-60 %) % in terms of volume in 2012 with an increment of (5-10 %) %.

  Table TFO (2012)

  TFO volume (ktons) and market share (%) | 2009 | 2010 | 2011 | 2012 |
| --- | --- | --- | --- | --- | --- |
| | kt | % | kt | % | kt | % | kt | % |
| Nynas | [...] | [50-60 %] | [...] | [50-60 %] | [...] | [40-50 %] | [...] | [50-60 %] |
| Shell Harburg refinery | [...] | [10-20 %] | [...] | [10-20 %] | [...] | [10-20 %] | [...] | [5-10 %] |
| Ergon | [...] | [10-20 %] | [...] | [10-20 %] | [...] | [10-20 %] | [...] | [10-20 %] |
| Repsol | [...] | [5-10 %] | [...] | [5-10 %] | [...] | [5-10 %] | [...] | [5-10 %] |
| Apar | [...] | [0-5 %] | [...] | [0-5 %] | [...] | [5-10 %] | [...] | [0-5 %] |
| Rosneft (Angarsk) | [...] | [0-5 %] | [...] | [0-5 %] | [...] | [0-5 %] | [...] | [0-5 %] |
| Savita | [...] | [0-5 %] | [...] | [0-5 %] | [...] | [0-5 %] | [...] | [0-5 %] |
| Others | [...] | [0-5 %] | [...] | [0-5 %] | [...] | [0-5 %] | [...] | [5-10 %] |
| Total | [...] | 100 | [...] | 100 | [...] | 100 | [...] | 100 |
| Source: Nynas |

(50)

Post-transaction Nynas would have a combined market share in the EEA of (50-60 %) % in terms of volume in 2012 with an increment of (5-10 %) %.

Table TFO (2012)

TFO volume (ktons) and market share (%)

2009

2010

2011

2012

kt

%

kt

%

kt

%

kt

%

Nynas

[...]

[50-60 %]

[...]

[50-60 %]

[...]

[40-50 %]

[...]

[50-60 %]

Shell Harburg refinery

[...]

[10-20 %]

[...]

[10-20 %]

[...]

[10-20 %]

[...]

[5-10 %]

Ergon

[...]

[10-20 %]

[...]

[10-20 %]

[...]

[10-20 %]

[...]

[10-20 %]

Repsol

[...]

[5-10 %]

[...]

[5-10 %]

[...]

[5-10 %]

[...]

[5-10 %]

Apar

[...]

[0-5 %]

[...]

[0-5 %]

[...]

[5-10 %]

[...]

[0-5 %]

Rosneft (Angarsk)

[...]

[0-5 %]

[...]

[0-5 %]

[...]

[0-5 %]

[...]

[0-5 %]

Savita

[...]

[0-5 %]

[...]

[0-5 %]

[...]

[0-5 %]

[...]

[0-5 %]

Others

[...]

[0-5 %]

[...]

[0-5 %]

[...]

[0-5 %]

[...]

[5-10 %]

Total

[...]

100

[...]

100

[...]

100

[...]

100

Source: Nynas

| (51) | Ergon accounts for a market share of (20-30 %) % in terms of volume in 2012 according to Nynas. Also other players will remain in the market for TFO post-transaction, namely: Repsol, Apar, Rosneft and Savita. |
| --- | --- |

(51)

Ergon accounts for a market share of (20-30 %) % in terms of volume in 2012 according to Nynas. Also other players will remain in the market for TFO post-transaction, namely: Repsol, Apar, Rosneft and Savita.

| (52) | Shell has not sold its list of TFO customers to Nynas, as it plans to convince its customers to substitute naphthenic TFO with GtL alternatives produced by Shell in Qatar. |
| --- | --- |

(52)

Shell has not sold its list of TFO customers to Nynas, as it plans to convince its customers to substitute naphthenic TFO with GtL alternatives produced by Shell in Qatar.

| (53) | The Commission considers that post-transaction Nynas is likely to capture most of Shell's TFO market share due to its increased competitiveness. In the alternative closure scenario it is less clear who would supply Shell's previous customers, as Nynas will remain capacity constrained. In order to serve incremental sales, Nynas would continue to have to rely on additional costly import volumes or would have to forgo non-EEA sales that it currently finds profitable, thereby reducing the incentive to compete aggressively in the EEA. |
| --- | --- |

(53)

The Commission considers that post-transaction Nynas is likely to capture most of Shell's TFO market share due to its increased competitiveness. In the alternative closure scenario it is less clear who would supply Shell's previous customers, as Nynas will remain capacity constrained. In order to serve incremental sales, Nynas would continue to have to rely on additional costly import volumes or would have to forgo non-EEA sales that it currently finds profitable, thereby reducing the incentive to compete aggressively in the EEA.

| (54) | Ergon, on the other hand, has spare capacity at Vicksburg, and would continue to use its capacity to increase supplies to EEA customers. Ergon specified that in case of a price increase in the EEA, Ergon could supply an additional 30 kt/year to 50 kt/year to the EEA. |
| --- | --- |

(54)

Ergon, on the other hand, has spare capacity at Vicksburg, and would continue to use its capacity to increase supplies to EEA customers. Ergon specified that in case of a price increase in the EEA, Ergon could supply an additional 30 kt/year to 50 kt/year to the EEA.

| (55) | Therefore, it is likely that Ergon would capture a higher share of the market in the closure scenario compared to a merger scenario. However, this would take place without the competitive constraint from Harburg. Similarly, Nynas would be constrained from competing aggressively as its ability to expand production at competitive prices would be limited. Consequently, Ergon could likely increase its market share in the closure scenario at a higher price level, compared to the proposed transaction. |
| --- | --- |

(55)

Therefore, it is likely that Ergon would capture a higher share of the market in the closure scenario compared to a merger scenario. However, this would take place without the competitive constraint from Harburg. Similarly, Nynas would be constrained from competing aggressively as its ability to expand production at competitive prices would be limited. Consequently, Ergon could likely increase its market share in the closure scenario at a higher price level, compared to the proposed transaction.

Conclusion

| (56) | The proposed transaction is likely to lead to higher market shares for the combined entity than closure. However, Nynas' higher market share does not indicate anti-competitive effects of the proposed transaction, relative to the closure scenario, given the specific circumstances of this case. In particular, the proposed transaction will preserve the existing production capacity in the Harburg refinery assets and will add more capacity as a result of the verifiable expansion. Absent the transaction this production capacity will be lost as Shell would have exited the market. As well, as in the case of base oils, the additional capacity will be available on the EEA market at lower variable costs. This will likely have a positive effect on EEA prices relative to the scenario in the absence of the concentration. |
| --- | --- |

(56)

The proposed transaction is likely to lead to higher market shares for the combined entity than closure. However, Nynas' higher market share does not indicate anti-competitive effects of the proposed transaction, relative to the closure scenario, given the specific circumstances of this case. In particular, the proposed transaction will preserve the existing production capacity in the Harburg refinery assets and will add more capacity as a result of the verifiable expansion. Absent the transaction this production capacity will be lost as Shell would have exited the market. As well, as in the case of base oils, the additional capacity will be available on the EEA market at lower variable costs. This will likely have a positive effect on EEA prices relative to the scenario in the absence of the concentration.

4.   Horizontal coordinated effects in the market for naphthenic base and process oils and in the market for TFO

| (57) | The Commission takes the view that the proposed transaction is also not likely to lead to a significant impediment to effective competition on the markets for naphthenic base and process oils and TFO as a result of coordinated effects. Shell will no longer be active in these markets in the absence of the transaction. The transaction therefore does not significantly change the structure of the market. Furthermore naphthenic base and process oils need to be tested and qualified by each customer for each end application. On this basis, coordinated effects are unlikely to arise as a result of the transaction. |
| --- | --- |

(57)

The Commission takes the view that the proposed transaction is also not likely to lead to a significant impediment to effective competition on the markets for naphthenic base and process oils and TFO as a result of coordinated effects. Shell will no longer be active in these markets in the absence of the transaction. The transaction therefore does not significantly change the structure of the market. Furthermore naphthenic base and process oils need to be tested and qualified by each customer for each end application. On this basis, coordinated effects are unlikely to arise as a result of the transaction.

5.   Non-coordinated effects

| (58) | The Commission takes the view that the proposed transaction is not likely to lead to a significant impediment to effective competition as a result of the vertical link between the parties' activities in the markets for naphthenic base oil and TFO. The transaction will not likely lead to input foreclosure as the parties do not supply base oils to third parties in the EEA and most third party TFO producers have their own base oil production. Customer foreclosure is also unlikely to arise as the Parties only buy 5-7 % of their needs of naphthenic base oil from third parties. |
| --- | --- |

(58)

The Commission takes the view that the proposed transaction is not likely to lead to a significant impediment to effective competition as a result of the vertical link between the parties' activities in the markets for naphthenic base oil and TFO. The transaction will not likely lead to input foreclosure as the parties do not supply base oils to third parties in the EEA and most third party TFO producers have their own base oil production. Customer foreclosure is also unlikely to arise as the Parties only buy 5-7 % of their needs of naphthenic base oil from third parties.

V.   CONCLUSION

| (59) | Without the proposed concentration, the Harburg refinery assets will most likely exit the market, which would be much worse for the competitive structure of the relevant markets than the foreseeable effects of the concentration. |
| --- | --- |

(59)

Without the proposed concentration, the Harburg refinery assets will most likely exit the market, which would be much worse for the competitive structure of the relevant markets than the foreseeable effects of the concentration.

| (60) | The Commission concludes, therefore, that the concentration will not significantly impede effective competition and must be declared compatible with the internal market and the functioning of the EEA Agreement in accordance with Articles 2(2) and 8(1) of the Merger Regulation and Article 57 of the EEA Agreement. |
| --- | --- |

(60)

The Commission concludes, therefore, that the concentration will not significantly impede effective competition and must be declared compatible with the internal market and the functioning of the EEA Agreement in accordance with Articles 2(2) and 8(1) of the Merger Regulation and Article 57 of the EEA Agreement.

---

(1)  OJ L 24, 29.1.2004, p. 1.

(2)  Articles 2(3), 8(3) and 14(2)(c) of the Merger Regulation.

(3)  See, to that effect, Joined Cases C68/94 and C30/95 France and Others v Commission [1998] ECR I1375, ‘Kali & Salz’, paragraphs 109 to 124. See also point 89 of the Horizontal Merger Guidelines.

(4)  Horizontal Merger Guidelines, point 9.

(5)  See footnote 4.

(6)  See, to that effect, points 89 and 90 of the Horizontal Merger Guidelines.

(7)  Point 91 of the Horizontal Merger Guidelines.

(8)  Kilotons per annum.

(9)  Form CO Paragraph 167 and Table 762.

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NOTICES FROM MEMBER STATES

| 17.10.2014 | EN | Official Journal of the European Union | C 368/13 |
| --- | --- | --- | --- |

17.10.2014

EN

Official Journal of the European Union

C 368/13

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Information communicated by Member States regarding closure of fisheries

2014/C 368/05

In accordance with Article 35(3) of Council Regulation (EC) No 1224/2009 of 20 November 2009 establishing a Community control system for ensuring compliance with the rules of the common fisheries policy (1), a decision has been taken to close the fishery as set down in the following table:

| Date and time of closure | 13.9.2014 |
| --- | --- |
| Duration | 13.9.2014–31.12.2014 |
| Member State | Belgium |
| Stock or Group of stocks | ANF/8ABDE. |
| Species | Anglerfish (Lophiidae) |
| Zone | VIIIa, VIIIb, VIIId and VIIIe |
| Type(s) of fishing vessels | — |
| Reference number | 49/TQ43 |

Date and time of closure

13.9.2014

Duration

13.9.2014–31.12.2014

Member State

Belgium

Stock or Group of stocks

ANF/8ABDE.

Species

Anglerfish (Lophiidae)

Zone

VIIIa, VIIIb, VIIId and VIIIe

Type(s) of fishing vessels

—

Reference number

49/TQ43

---

(1)  OJ L 343, 22.12.2009, p. 1.

---

| 17.10.2014 | EN | Official Journal of the European Union | C 368/13 |
| --- | --- | --- | --- |

17.10.2014

EN

Official Journal of the European Union

C 368/13

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Information communicated by Member States regarding closure of fisheries

2014/C 368/06

In accordance with Article 35(3) of Council Regulation (EC) No 1224/2009 of 20 November 2009 establishing a Community control system for ensuring compliance with the rules of the common fisheries policy (1), a decision has been taken to close the fishery as set down in the following table:

| Date and time of closure | 21.9.2014 |
| --- | --- |
| Duration | 21.9.2014–31.12.2014 |
| Member State | Denmark |
| Stock or Group of stocks | SRX/2AC4-C |
| Species | Skates and rays (Rajiformes) |
| Zone | Union waters of IIa and IV |
| Type(s) of fishing vessels | — |
| Reference number | 55/TQ43 |

Date and time of closure

21.9.2014

Duration

21.9.2014–31.12.2014

Member State

Denmark

Stock or Group of stocks

SRX/2AC4-C

Species

Skates and rays (Rajiformes)

Zone

Union waters of IIa and IV

Type(s) of fishing vessels

—

Reference number

55/TQ43

---

(1)  OJ L 343, 22.12.2009, p. 1.

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| 17.10.2014 | EN | Official Journal of the European Union | C 368/14 |
| --- | --- | --- | --- |

17.10.2014

EN

Official Journal of the European Union

C 368/14

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Information communicated by Member States regarding closure of fisheries

2014/C 368/07

In accordance with Article 35(3) of Council Regulation (EC) No 1224/2009 of 20 November 2009 establishing a Community control system for ensuring compliance with the rules of the common fisheries policy (1), a decision has been taken to close the fishery as set down in the following table:

| Date and time of closure | 13.9.2014 |
| --- | --- |
| Duration | 13.9.2014–31.12.2014 |
| Member State | Belgium |
| Stock or Group of stocks | LEZ/8ABDE. |
| Species | Megrims (Lepidorhombus spp.) |
| Zone | VIIIa, VIIIb, VIIId and VIIIe |
| Type(s) of fishing vessels | — |
| Reference number | 50/TQ43 |

Date and time of closure

13.9.2014

Duration

13.9.2014–31.12.2014

Member State

Belgium

Stock or Group of stocks

LEZ/8ABDE.

Species

Megrims (Lepidorhombus spp.)

Zone

VIIIa, VIIIb, VIIId and VIIIe

Type(s) of fishing vessels

—

Reference number

50/TQ43

---

(1)  OJ L 343, 22.12.2009, p. 1.

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V Announcements

PROCEDURES RELATING TO THE IMPLEMENTATION OF COMPETITION POLICY

European Commission

| 17.10.2014 | EN | Official Journal of the European Union | C 368/15 |
| --- | --- | --- | --- |

17.10.2014

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Official Journal of the European Union

C 368/15

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Prior notification of a concentration

(Case M.7395 — Mexichem/Vestolit)

(Text with EEA relevance)

2014/C 368/08

| 1. | On 10 October 2014, the Commission received a notification of a proposed concentration pursuant to Article 4 of Council Regulation (EC) No 139/2004 (1) by which Mexichem S.A.B. de CV (‘Mexichem’, Mexico) will acquire within the meaning of Article 3(1)(b) of the Merger Regulation sole control of VESTO PVC Holding GmbH (‘Vestolit’, Germany), by way of purchase of shares. |
| --- | --- |

1.

On 10 October 2014, the Commission received a notification of a proposed concentration pursuant to Article 4 of Council Regulation (EC) No 139/2004 (1) by which Mexichem S.A.B. de CV (‘Mexichem’, Mexico) will acquire within the meaning of Article 3(1)(b) of the Merger Regulation sole control of VESTO PVC Holding GmbH (‘Vestolit’, Germany), by way of purchase of shares.

| 2. | The business activities of the undertakings concerned are:
  —   Mexichem: production and supply of PVC and intermediates (such as caustic soda, ethyl chloride, methyl chloride, hydrochloric acid and sodium sulphate), as well as PVC compounds, joints, plastic accessories and PVC pipe systems,
  —   Vestolit: production and supply of PVC and PVC compounds and intermediates. |
| --- | --- |

2.

The business activities of the undertakings concerned are:

—   Mexichem: production and supply of PVC and intermediates (such as caustic soda, ethyl chloride, methyl chloride, hydrochloric acid and sodium sulphate), as well as PVC compounds, joints, plastic accessories and PVC pipe systems,

—   Vestolit: production and supply of PVC and PVC compounds and intermediates.

| 3. | On preliminary examination, the Commission finds that the notified transaction could fall within the scope of the Merger Regulation. However, the final decision on this point is reserved. |
| --- | --- |

3.

On preliminary examination, the Commission finds that the notified transaction could fall within the scope of the Merger Regulation. However, the final decision on this point is reserved.

| 4. | The Commission invites interested third parties to submit their possible observations on the proposed operation to the Commission.
  Observations must reach the Commission not later than 10 days following the date of this publication. Observations can be sent to the Commission by fax (+32 22964301), by email to COMP-MERGER-REGISTRY@ec.europa.eu or by post, under reference number Case M.7395 — Mexichem/Vestolit to the following address:





  European Commission |
| --- | --- |
| Directorate-General for Competition |
| Merger Registry |
| 1049 Bruxelles/Brussel |
| BELGIQUE/BELGIË |

4.

The Commission invites interested third parties to submit their possible observations on the proposed operation to the Commission.

Observations must reach the Commission not later than 10 days following the date of this publication. Observations can be sent to the Commission by fax (+32 22964301), by email to COMP-MERGER-REGISTRY@ec.europa.eu or by post, under reference number Case M.7395 — Mexichem/Vestolit to the following address:

European Commission

Directorate-General for Competition

Merger Registry

1049 Bruxelles/Brussel

BELGIQUE/BELGIË

---

(1)  OJ L 24, 29.1.2004, p. 1 (the ‘Merger Regulation’).

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| 17.10.2014 | EN | Official Journal of the European Union | C 368/16 |
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17.10.2014

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Official Journal of the European Union

C 368/16

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Prior notification of a concentration

(Case M.7393 — Albemarle/Rockwood)

(Text with EEA relevance)

2014/C 368/09

| 1. | On 9 October 2014, the Commission received a notification of a proposed concentration pursuant to Article 4 of Council Regulation (EC) No 139/2004 (1) by which Albemarle Corporation (Albemarle, US) acquires within the meaning of Article 3(1)(b) of the Merger Regulation control of the whole of Rockwood Holdings, Inc. (Rockwood, US) by way of purchase of securities. |
| --- | --- |

1.

On 9 October 2014, the Commission received a notification of a proposed concentration pursuant to Article 4 of Council Regulation (EC) No 139/2004 (1) by which Albemarle Corporation (Albemarle, US) acquires within the meaning of Article 3(1)(b) of the Merger Regulation control of the whole of Rockwood Holdings, Inc. (Rockwood, US) by way of purchase of securities.

| 2. | The business activities of the undertakings concerned are:
  —   for Albemarle: development, manufacturing and marketing of highly-engineered specialty chemicals for a diverse range of end markets including the petroleum refining, consumer electronics, plastics/packaging, construction, automotive, lubricants, pharmaceuticals, crop protection, food safety and custom chemistry services markets,
  —   for Rockwood: development, manufacturing and marketing of technologically advanced and high value-added specialty chemicals, in particular lithium and lithium compounds, and surface treatment technologies and solutions, such as corrosion protection/prevention oils and maintenance chemicals. |
| --- | --- |

2.

The business activities of the undertakings concerned are:

—   for Albemarle: development, manufacturing and marketing of highly-engineered specialty chemicals for a diverse range of end markets including the petroleum refining, consumer electronics, plastics/packaging, construction, automotive, lubricants, pharmaceuticals, crop protection, food safety and custom chemistry services markets,

—   for Rockwood: development, manufacturing and marketing of technologically advanced and high value-added specialty chemicals, in particular lithium and lithium compounds, and surface treatment technologies and solutions, such as corrosion protection/prevention oils and maintenance chemicals.

| 3. | On preliminary examination, the Commission finds that the notified transaction could fall within the scope of the Merger Regulation. However, the final decision on this point is reserved. |
| --- | --- |

3.

On preliminary examination, the Commission finds that the notified transaction could fall within the scope of the Merger Regulation. However, the final decision on this point is reserved.

| 4. | The Commission invites interested third parties to submit their possible observations on the proposed operation to the Commission.
  Observations must reach the Commission not later than 10 days following the date of this publication. Observations can be sent to the Commission by fax (+32 22964301), by e-mail to COMP-MERGER-REGISTRY@ec.europa.eu or by post, under reference number M.7393 — Albemarle/Rockwood, to the following address:





  European Commission |
| --- | --- |
| Directorate-General for Competition |
| Merger Registry |
| 1049 Bruxelles/Brussel |
| BELGIQUE/BELGIË |

4.

The Commission invites interested third parties to submit their possible observations on the proposed operation to the Commission.

Observations must reach the Commission not later than 10 days following the date of this publication. Observations can be sent to the Commission by fax (+32 22964301), by e-mail to COMP-MERGER-REGISTRY@ec.europa.eu or by post, under reference number M.7393 — Albemarle/Rockwood, to the following address:

European Commission

Directorate-General for Competition

Merger Registry

1049 Bruxelles/Brussel

BELGIQUE/BELGIË

---

(1)  OJ L 24, 29.1.2004, p. 1 (the ‘Merger Regulation’).

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| 17.10.2014 | EN | Official Journal of the European Union | C 368/17 |
| --- | --- | --- | --- |

17.10.2014

EN

Official Journal of the European Union

C 368/17

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Prior notification of a concentration

(Case M.7352 — GDF Suez/SOPER/Natixis/LCS 1/LCS 2/LCS 5/LCS 9/LCSGO)

Candidate case for simplified procedure

(Text with EEA relevance)

2014/C 368/10

| 1. | On 9 October 2014, the Commission received a notification of a proposed concentration pursuant to Article 4 of Council Regulation (EC) No 139/2004 (1) by which La Compagnie du Vent (‘LCV’, France), which is jointly controlled by GDF Suez (‘GDF Suez’, France) and SOPER (‘SOPER’, France), and Natixis Asset Management (‘Natixis’, France), which belongs to the Groupe Banque Populaire Caisse d’Epargne (‘Groupe BPCE’, France), acquire within the meaning of Article 3(1)(b) of the Merger Regulation joint control of La Compagnie du Soleil Investissement 1 (‘LCS 1’, France), La Compagnie du Soleil Investissement 2 (‘LCS 2’, France), La Compagnie du Soleil Investissement 5 (‘LCS 5’, France), La Compagnie du Soleil Investissement 9 (‘LCS 9’, France), La Compagnie du Soleil Grand Ouest (‘LCS GO’, France), by way of purchase of shares. |
| --- | --- |

1.

On 9 October 2014, the Commission received a notification of a proposed concentration pursuant to Article 4 of Council Regulation (EC) No 139/2004 (1) by which La Compagnie du Vent (‘LCV’, France), which is jointly controlled by GDF Suez (‘GDF Suez’, France) and SOPER (‘SOPER’, France), and Natixis Asset Management (‘Natixis’, France), which belongs to the Groupe Banque Populaire Caisse d’Epargne (‘Groupe BPCE’, France), acquire within the meaning of Article 3(1)(b) of the Merger Regulation joint control of La Compagnie du Soleil Investissement 1 (‘LCS 1’, France), La Compagnie du Soleil Investissement 2 (‘LCS 2’, France), La Compagnie du Soleil Investissement 5 (‘LCS 5’, France), La Compagnie du Soleil Investissement 9 (‘LCS 9’, France), La Compagnie du Soleil Grand Ouest (‘LCS GO’, France), by way of purchase of shares.

| 2. | The business activities of the undertakings concerned are:
  —   for LCV: French undertaking active in the development, construction and operation of wind farms and solar parks as well as in the generation and wholesale of electricity in France. LCV is jointly controlled by GDF and SOPER. GDF is an integrated energy company active across the energy value chain from the production of gas to the retail sale of gas and from the generation of electricity to the retail sale of electricity. SOPER is a holding company owned by an individual, which has for its sole purpose the holding of its shares in LCV,
  —   for Natixis: French corporate and investment bank, which is controlled by the Groupe BPCE, and which is active in wholesale banking, investment banking and financial services,
  —   for LCS 1, LCS 2, LCS 5, LCS 9 and LCSGO: solar parks, which are active in the wholesale of electricity in France. |
| --- | --- |

2.

The business activities of the undertakings concerned are:

—   for LCV: French undertaking active in the development, construction and operation of wind farms and solar parks as well as in the generation and wholesale of electricity in France. LCV is jointly controlled by GDF and SOPER. GDF is an integrated energy company active across the energy value chain from the production of gas to the retail sale of gas and from the generation of electricity to the retail sale of electricity. SOPER is a holding company owned by an individual, which has for its sole purpose the holding of its shares in LCV,

—   for Natixis: French corporate and investment bank, which is controlled by the Groupe BPCE, and which is active in wholesale banking, investment banking and financial services,

—   for LCS 1, LCS 2, LCS 5, LCS 9 and LCSGO: solar parks, which are active in the wholesale of electricity in France.

| 3. | On preliminary examination, the Commission finds that the notified transaction could fall within the scope of the Merger Regulation. However, the final decision on this point is reserved. Pursuant to the Commission Notice on a simplified procedure for treatment of certain concentrations under the Council Regulation (EC) No 139/2004 (2) it should be noted that this case is a candidate for treatment under the procedure set out in this Notice. |
| --- | --- |

3.

On preliminary examination, the Commission finds that the notified transaction could fall within the scope of the Merger Regulation. However, the final decision on this point is reserved. Pursuant to the Commission Notice on a simplified procedure for treatment of certain concentrations under the Council Regulation (EC) No 139/2004 (2) it should be noted that this case is a candidate for treatment under the procedure set out in this Notice.

| 4. | The Commission invites interested third parties to submit their possible observations on the proposed operation to the Commission.
  Observations must reach the Commission not later than 10 days following the date of this publication. Observations can be sent to the Commission by fax (+32 22964301), by e-mail to COMP-MERGER-REGISTRY@ec.europa.eu or by post, under reference number M.7352 — GDF Suez/SOPER/Natixis/LCS 1/LCS 2/LCS 5/LCS 9/LCSGO, to the following address:





  European Commission |
| --- | --- |
| Directorate-General for Competition |
| Merger Registry |
| 1049 Bruxelles/Brussel |
| BELGIQUE/BELGIË |

4.

The Commission invites interested third parties to submit their possible observations on the proposed operation to the Commission.

Observations must reach the Commission not later than 10 days following the date of this publication. Observations can be sent to the Commission by fax (+32 22964301), by e-mail to COMP-MERGER-REGISTRY@ec.europa.eu or by post, under reference number M.7352 — GDF Suez/SOPER/Natixis/LCS 1/LCS 2/LCS 5/LCS 9/LCSGO, to the following address:

European Commission

Directorate-General for Competition

Merger Registry

1049 Bruxelles/Brussel

BELGIQUE/BELGIË

---

(1)  OJ L 24, 29.1.2004, p. 1 (the ‘Merger Regulation’).

(2)  OJ C 366, 14.12.2013, p. 5.

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| 17.10.2014 | EN | Official Journal of the European Union | C 368/18 |
| --- | --- | --- | --- |

17.10.2014

EN

Official Journal of the European Union

C 368/18

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Prior notification of a concentration

(Case M.7412 — SVP/LSHL)

Candidate case for simplified procedure

(Text with EEA relevance)

2014/C 368/11

| 1. | On 9 October 2014, the Commission received a notification of a proposed concentration pursuant to Article 4 of Council Regulation (EC) No 139/2004 (1) by which the undertaking Strategic Value Partners LLC (‘SVP’, USA) acquires within the meaning of Article 3(1)(b) of the Merger Regulation control of the whole of the undertaking Linpac Senior Holdings Limited (‘LSHL’, UK) by way of purchase of shares. |
| --- | --- |

1.

On 9 October 2014, the Commission received a notification of a proposed concentration pursuant to Article 4 of Council Regulation (EC) No 139/2004 (1) by which the undertaking Strategic Value Partners LLC (‘SVP’, USA) acquires within the meaning of Article 3(1)(b) of the Merger Regulation control of the whole of the undertaking Linpac Senior Holdings Limited (‘LSHL’, UK) by way of purchase of shares.

| 2. | The business activities of the undertakings concerned are:
  —   for SVP: investment firm that manages hedge funds and private equity funds and invests in public and private equity markets, debt markets and other alternative investment markets across the globe,
  —   for LSHL: ultimate parent company of Linpac Packaging Limited, a supplier of plastic packaging for food. |
| --- | --- |

2.

The business activities of the undertakings concerned are:

—   for SVP: investment firm that manages hedge funds and private equity funds and invests in public and private equity markets, debt markets and other alternative investment markets across the globe,

—   for LSHL: ultimate parent company of Linpac Packaging Limited, a supplier of plastic packaging for food.

| 3. | On preliminary examination, the Commission finds that the notified transaction could fall within the scope of the Merger Regulation. However, the final decision on this point is reserved. Pursuant to the Commission Notice on a simplified procedure for treatment of certain concentrations under the Council Regulation (EC) No 139/2004 (2) it should be noted that this case is a candidate for treatment under the procedure set out in this Notice. |
| --- | --- |

3.

On preliminary examination, the Commission finds that the notified transaction could fall within the scope of the Merger Regulation. However, the final decision on this point is reserved. Pursuant to the Commission Notice on a simplified procedure for treatment of certain concentrations under the Council Regulation (EC) No 139/2004 (2) it should be noted that this case is a candidate for treatment under the procedure set out in this Notice.

| 4. | The Commission invites interested third parties to submit their possible observations on the proposed operation to the Commission.
  Observations must reach the Commission not later than 10 days following the date of this publication. Observations can be sent to the Commission by fax (+32 22964301), by e-mail to COMP-MERGER-REGISTRY@ec.europa.eu or by post, under reference number M.7412 — SVP/LSHL, to the following address:





  European Commission |
| --- | --- |
| Directorate-General for Competition |
| Merger Registry |
| 1049 Bruxelles/Brussel |
| BELGIQUE/BELGIË |

4.

The Commission invites interested third parties to submit their possible observations on the proposed operation to the Commission.

Observations must reach the Commission not later than 10 days following the date of this publication. Observations can be sent to the Commission by fax (+32 22964301), by e-mail to COMP-MERGER-REGISTRY@ec.europa.eu or by post, under reference number M.7412 — SVP/LSHL, to the following address:

European Commission

Directorate-General for Competition

Merger Registry

1049 Bruxelles/Brussel

BELGIQUE/BELGIË

---

(1)  OJ L 24, 29.1.2004, p. 1 (the ‘Merger Regulation’).

(2)  OJ C 366, 14.12.2013, p. 5.

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| 17.10.2014 | EN | Official Journal of the European Union | C 368/19 |
| --- | --- | --- | --- |

17.10.2014

EN

Official Journal of the European Union

C 368/19

---

Prior notification of a concentration

(Case M.7426 — Gallant Venture/Sumitomo/Toyota Motor/Indonesian JV)

Candidate case for simplified procedure

(Text with EEA relevance)

2014/C 368/12

| 1. | On 10 October 2014, the Commission received a notification of a proposed concentration pursuant to Article 4 of Council Regulation (EC) No 139/2004 (1) by which Hino Motors, Ltd (‘Hino’, Japan), Indomobil Multi Jasa, TBK. (‘Indomobil’, Indonesia), and Summit Global Auto Management, B.V. (‘Summit’, Netherlands), owned by the Sumitomo Corporation (‘Sumitomo’, Japan), acquire within the meaning of Article 3(1)(b) of the Merger Regulation joint control of a newly created company constituting a joint venture, PT. Hino Finance Indonesia, (‘JVC’, Indonesia) by way of purchase of shares. |
| --- | --- |

1.

On 10 October 2014, the Commission received a notification of a proposed concentration pursuant to Article 4 of Council Regulation (EC) No 139/2004 (1) by which Hino Motors, Ltd (‘Hino’, Japan), Indomobil Multi Jasa, TBK. (‘Indomobil’, Indonesia), and Summit Global Auto Management, B.V. (‘Summit’, Netherlands), owned by the Sumitomo Corporation (‘Sumitomo’, Japan), acquire within the meaning of Article 3(1)(b) of the Merger Regulation joint control of a newly created company constituting a joint venture, PT. Hino Finance Indonesia, (‘JVC’, Indonesia) by way of purchase of shares.

| 2. | The business activities of the undertakings concerned are:






  — | Hino, part of Toyota Motors Corporation, is a producer of heavy-duty trucks and buses in Japan. Its product portfolio also includes light-commercial vehicles, passenger vehicles (commissioned from Toyota Motor Corporation) and a variety of engines and spare parts. Hino also designs and develops related products. |
| --- | --- | --- |

2.

The business activities of the undertakings concerned are:

—

Hino, part of Toyota Motors Corporation, is a producer of heavy-duty trucks and buses in Japan. Its product portfolio also includes light-commercial vehicles, passenger vehicles (commissioned from Toyota Motor Corporation) and a variety of engines and spare parts. Hino also designs and develops related products.

| — | Indomobil is an Indonesian-based company primarily active in vehicle sales distribution, after sales service, vehicle ownership financing, spare part distribution vehicle assembly, automotive parts/component manufacturing and other related support services. They are the sole agents in Indonesia for a number of international automobile brands. |
| --- | --- |

—

Indomobil is an Indonesian-based company primarily active in vehicle sales distribution, after sales service, vehicle ownership financing, spare part distribution vehicle assembly, automotive parts/component manufacturing and other related support services. They are the sole agents in Indonesia for a number of international automobile brands.

| — | Sumitomo is an integrated Japan-based public trading company active in a variety of business sectors, both within and outside Japan, including: metal products, transportation and construction systems, environment and infrastructure, media, network and lifestyle related goods, mineral resources, energy, chemical and electronics. |
| --- | --- |

—

Sumitomo is an integrated Japan-based public trading company active in a variety of business sectors, both within and outside Japan, including: metal products, transportation and construction systems, environment and infrastructure, media, network and lifestyle related goods, mineral resources, energy, chemical and electronics.

| 3. | On preliminary examination, the Commission finds that the notified transaction could fall within the scope of the Merger Regulation. However, the final decision on this point is reserved. Pursuant to the Commission Notice on a simplified procedure for treatment of certain concentrations under Council Regulation (EC) No 139/2004 (2) it should be noted that this case is a candidate for treatment under the procedure set out in the Notice. |
| --- | --- |

3.

On preliminary examination, the Commission finds that the notified transaction could fall within the scope of the Merger Regulation. However, the final decision on this point is reserved. Pursuant to the Commission Notice on a simplified procedure for treatment of certain concentrations under Council Regulation (EC) No 139/2004 (2) it should be noted that this case is a candidate for treatment under the procedure set out in the Notice.

| 4. | The Commission invites interested third parties to submit their possible observations on the proposed operation to the Commission.
  Observations must reach the Commission not later than 10 days following the date of this publication. Observations can be sent to the Commission by fax (+32 22964301), by email to COMP-MERGER-REGISTRY@ec.europa.eu or by post, under reference number M.7426 — Gallant Venture/Sumitomo/Toyota Motor/Indonesian JV, to the following address:





  European Commission |
| --- | --- |
| Directorate-General for Competition |
| Merger Registry |
| 1049 Bruxelles/Brussel |
| BELGIQUE/BELGIË |

4.

The Commission invites interested third parties to submit their possible observations on the proposed operation to the Commission.

Observations must reach the Commission not later than 10 days following the date of this publication. Observations can be sent to the Commission by fax (+32 22964301), by email to COMP-MERGER-REGISTRY@ec.europa.eu or by post, under reference number M.7426 — Gallant Venture/Sumitomo/Toyota Motor/Indonesian JV, to the following address:

European Commission

Directorate-General for Competition

Merger Registry

1049 Bruxelles/Brussel

BELGIQUE/BELGIË

---

(1)  OJ L 24, 29.1.2004, p. 1 (the ‘Merger Regulation’).

(2)  OJ C 366, 14.12.2013, p. 5.

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| 17.10.2014 | EN | Official Journal of the European Union | C 368/20 |
| --- | --- | --- | --- |

17.10.2014

EN

Official Journal of the European Union

C 368/20

---

Prior notification of a concentration

(Case M.7409 — Apollo Management/Companhia de Seguros Tranquilidade)

Candidate case for simplified procedure

(Text with EEA relevance)

2014/C 368/13

| 1. | On 9 October 2014, the Commission received a notification of a proposed concentration pursuant to Article 4 of Council Regulation (EC) No 139/2004 (1) by which investment funds managed by affiliates of Apollo Management L.P. (‘Apollo’, United States), acquire within the meaning of Article 3(1)(b) of the Merger Regulation sole control of Companhia de Seguros Tranquilidade, S.A. and its affiliates (the ‘Tranquilidade Group’, Portugal), by way of purchase of shares. |
| --- | --- |

1.

On 9 October 2014, the Commission received a notification of a proposed concentration pursuant to Article 4 of Council Regulation (EC) No 139/2004 (1) by which investment funds managed by affiliates of Apollo Management L.P. (‘Apollo’, United States), acquire within the meaning of Article 3(1)(b) of the Merger Regulation sole control of Companhia de Seguros Tranquilidade, S.A. and its affiliates (the ‘Tranquilidade Group’, Portugal), by way of purchase of shares.

| 2. | The business activities of the undertakings concerned are:






  — | affiliates of Apollo invest in companies and debt issued by companies involved in various businesses throughout the world. Examples of current investments include, inter alia, companies in the chemical, cruise line, logistics, paper, and metals businesses, |
| --- | --- | --- |

2.

The business activities of the undertakings concerned are:

—

affiliates of Apollo invest in companies and debt issued by companies involved in various businesses throughout the world. Examples of current investments include, inter alia, companies in the chemical, cruise line, logistics, paper, and metals businesses,

| — | the Tranquilidade Group provides insurance products and services, both in the life and non-life insurance segments. The company is based in Lisbon, Portugal and it operates mainly in Portugal. |
| --- | --- |

—

the Tranquilidade Group provides insurance products and services, both in the life and non-life insurance segments. The company is based in Lisbon, Portugal and it operates mainly in Portugal.

| 3. | On preliminary examination, the Commission finds that the notified transaction could fall within the scope of the Merger Regulation. However, the final decision on this point is reserved. Pursuant to the Commission Notice on a simplified procedure for treatment of certain concentrations under the Council Regulation (EC) No 139/2004 (2) it should be noted that this case is a candidate for treatment under the procedure set out in the Notice. |
| --- | --- |

3.

On preliminary examination, the Commission finds that the notified transaction could fall within the scope of the Merger Regulation. However, the final decision on this point is reserved. Pursuant to the Commission Notice on a simplified procedure for treatment of certain concentrations under the Council Regulation (EC) No 139/2004 (2) it should be noted that this case is a candidate for treatment under the procedure set out in the Notice.

| 4. | The Commission invites interested third parties to submit their possible observations on the proposed operation to the Commission.
  Observations must reach the Commission not later than 10 days following the date of this publication. Observations can be sent to the Commission by fax (+32 22964301), by e-mail to COMP-MERGER-REGISTRY@ec.europa.eu or by post, under reference number M.7409 — Apollo Management/Companhia de Seguros Tranquilidade to the following address:





  European Commission |
| --- | --- |
| Directorate-General for Competition |
| Merger Registry |
| 1049 Bruxelles/Brussel |
| BELGIQUE/BELGIË |

4.

The Commission invites interested third parties to submit their possible observations on the proposed operation to the Commission.

Observations must reach the Commission not later than 10 days following the date of this publication. Observations can be sent to the Commission by fax (+32 22964301), by e-mail to COMP-MERGER-REGISTRY@ec.europa.eu or by post, under reference number M.7409 — Apollo Management/Companhia de Seguros Tranquilidade to the following address:

European Commission

Directorate-General for Competition

Merger Registry

1049 Bruxelles/Brussel

BELGIQUE/BELGIË

---

(1)  OJ L 24, 29.1.2004, p. 1 (the ‘Merger Regulation’).

(2)  OJ C 366, 14.12.2013, p. 5.

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| 17.10.2014 | EN | Official Journal of the European Union | C 368/21 |
| --- | --- | --- | --- |

17.10.2014

EN

Official Journal of the European Union

C 368/21

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Prior notification of a concentration

(Case M.7186 — APG Strategic Real Estate Pool/Hammerson/SDMG/MBG/Via)

Candidate case for simplified procedure

(Text with EEA relevance)

2014/C 368/14

| 1. | On 10 October 2014, the Commission received a notification of a proposed concentration pursuant to Article 4 of Council Regulation (EC) No 139/2004 (1) by which APG Strategic Real Estate Pool (‘APG’), an entity controlled by Stichting Pensioenfonds ABP (‘ABP’, the Netherlands) and Hammerson (‘Hammerson’, the United Kingdom), acquire within the meaning of Article 3(1)(b) of the Merger Regulation joint control of Via, a joint venture consisting of Via LP (‘the Partnership’, Jersey), the Partnership’s General Partner (‘the General Partner’, Jersey) and ManCO Limited (‘ManCo’, the United Kingdom), together with the Meyer Bergman Group (‘MGB’, the United Kingdom) and S.D. Malkin Properties, Inc. (‘SDMG’, the United Kingdom). |
| --- | --- |

1.

On 10 October 2014, the Commission received a notification of a proposed concentration pursuant to Article 4 of Council Regulation (EC) No 139/2004 (1) by which APG Strategic Real Estate Pool (‘APG’), an entity controlled by Stichting Pensioenfonds ABP (‘ABP’, the Netherlands) and Hammerson (‘Hammerson’, the United Kingdom), acquire within the meaning of Article 3(1)(b) of the Merger Regulation joint control of Via, a joint venture consisting of Via LP (‘the Partnership’, Jersey), the Partnership’s General Partner (‘the General Partner’, Jersey) and ManCO Limited (‘ManCo’, the United Kingdom), together with the Meyer Bergman Group (‘MGB’, the United Kingdom) and S.D. Malkin Properties, Inc. (‘SDMG’, the United Kingdom).

| 2. | The business activities of the undertakings concerned are:
  —   for APG: mutual fund focussing on investment in real estate. ABP, the ultimate beneficial owner of APG, is the pension fund for government and education employees in the Netherlands,
  —   for Hammerson: commercial real estate development and the renting and operating of its own commercial real estate. Hammerson owns stakes in 11 shopping centres and 22 retail parks in the United Kingdom and 9 shopping centres in France,
  —   for SDMG: development and operation of real estate, focusing on retail shopping outlets,
  —   for MBG: real estate investment management,
  —   for Via: acquisition, owning and managing of real estate assets primarily in the EU. Its current assets comprise one shopping centre in each of the Netherlands (Bataviastad) and the Czech Republic (Fashion Arena). |
| --- | --- |

2.

The business activities of the undertakings concerned are:

—   for APG: mutual fund focussing on investment in real estate. ABP, the ultimate beneficial owner of APG, is the pension fund for government and education employees in the Netherlands,

—   for Hammerson: commercial real estate development and the renting and operating of its own commercial real estate. Hammerson owns stakes in 11 shopping centres and 22 retail parks in the United Kingdom and 9 shopping centres in France,

—   for SDMG: development and operation of real estate, focusing on retail shopping outlets,

—   for MBG: real estate investment management,

—   for Via: acquisition, owning and managing of real estate assets primarily in the EU. Its current assets comprise one shopping centre in each of the Netherlands (Bataviastad) and the Czech Republic (Fashion Arena).

| 3. | On preliminary examination, the Commission finds that the notified transaction could fall within the scope of the Merger Regulation. However, the final decision on this point is reserved. Pursuant to the Commission Notice on a simplified procedure for treatment of certain concentrations under the Council Regulation (EC) No 139/2004 (2) it should be noted that this case is a candidate for treatment under the procedure set out in this Notice. |
| --- | --- |

3.

On preliminary examination, the Commission finds that the notified transaction could fall within the scope of the Merger Regulation. However, the final decision on this point is reserved. Pursuant to the Commission Notice on a simplified procedure for treatment of certain concentrations under the Council Regulation (EC) No 139/2004 (2) it should be noted that this case is a candidate for treatment under the procedure set out in this Notice.

| 4. | The Commission invites interested third parties to submit their possible observations on the proposed operation to the Commission.
  Observations must reach the Commission not later than 10 days following the date of this publication. Observations can be sent to the Commission by fax (+32 22964301), by e-mail to COMP-MERGER-REGISTRY@ec.europa.eu or by post, under reference number M.7186 — APG Strategic Real Estate Pool/Hammerson/SDMG/MBG/Via, to the following address:





  European Commission |
| --- | --- |
| Directorate-General for Competition |
| Merger Registry |
| 1049 Bruxelles/Brussel |
| BELGIQUE/BELGIË |

4.

The Commission invites interested third parties to submit their possible observations on the proposed operation to the Commission.

Observations must reach the Commission not later than 10 days following the date of this publication. Observations can be sent to the Commission by fax (+32 22964301), by e-mail to COMP-MERGER-REGISTRY@ec.europa.eu or by post, under reference number M.7186 — APG Strategic Real Estate Pool/Hammerson/SDMG/MBG/Via, to the following address:

European Commission

Directorate-General for Competition

Merger Registry

1049 Bruxelles/Brussel

BELGIQUE/BELGIË

---

(1)  OJ L 24, 29.1.2004, p. 1 (the ‘Merger Regulation’).

(2)  OJ C 366, 14.12.2013, p. 5.

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