Commission européenne, DG COMP MERGER REGISTRY, 1049 Bruxelles, BELGIQUE  
Europese Commissie, DG COMP MERGER REGISTRY, 1049 Brussel,   BELGIË  
 
Tel: +32 229- 91111. Fax: +32 229 -64301. E -mail: COMP -MERGER -REGISTRY@ec.europa.eu.   EUROPEAN COMMISSION  
Brussels,  18.06.2020  
C(2020)  4175 
PUBLIC VERSION 
 
To the notifying parties  
Subject : Case M. 9815 – Advent/Cinven/thyssenkrupp Elevator  
Commission decision pursuant to Article 6(1)(b) of Council Regulation 
No 139/20041 and Article 57 of the Agreement on the European Economic 
Area2 
Dear Sir or Madam,  
(1) On 12 May 2020,  the European Commission received notification of a  concentration 
pursuant to Article 4 of the Merger Regulation which would result from a proposed 
transaction  by which  Advent International Corporation (US, “Advent”) and Cinven 
Capital Management (VII) General Partner Limited (UK, “Cinven”) intend to 
acquire joint control of the whole of  thyssenkrupp Elevator AG (Ge rmany, “tkE”). 
(Advent and Cinven are designated hereinafter as the 'N otifying Parties ' and together 
with tkE as  the “ Parties ”.)3 
1. THE PARTIES  
(2) Advent is an investment company active in the  acquisition of equity stakes and the 
management of  investment funds in various sectors, including business a nd financial 
                                                 
1  OJ L 24, 29.1.2004, p. 1 (the “ Merger Regulation” ). With effect from 1 December 2009,  the Treaty on the 
Functioning of the European Union ( “TFEU ”) has introduced certain changes, such as the replacement of  
“Commu nity” by “Union ” and “common market ” by “internal market” . The terminology of the TFEU will 
be used throughout this decision.  
2  OJ L 1, 3.1.1994, p. 3 (the “EEA Agreement”).  
3  Publication in the Official Journal of the European Union No  C174 of 25. 5.2020 , p. 7 . 
In the published version of this decision, 
some information has been omitted 
pursuant to Article 17(2) of Council 
Regulation (EC) No 139/2004 concerning 
non-disclosure of business secrets and other  
confidential information. The omissions are 
shown thus […] . Where possible the 
information omitted has been replaced by 
ranges of figures or a general description.  
 
2 services . Advent controls Rubix4, a distributor of industrial maintenance and repair 
products and services .  
(3) Cinven is an investment company active in the provision of investment management 
and investment advisory services to a number of investment funds . 
(4) tkE is a wholly -owned subsidiary of thyssenkrupp AG, active in the installation and 
servicing of elevators, escalators, passenger boarding bridges and stairlifts, as well as 
directly related ancillary activities.  
2. THE CONCENTRATION  
(5) Pursuant to a share sale and purchase agreement dated 27 February 2020, Advent 
and Cinven will acquire tkE through a consortium5 with co-investors  
(the “Transaction”) . tkE  will be jointly  controlled by Advent and Cinven, in 
particular by virtue of their veto rights over key strategic  matters such as the budget 
and business plan. Hence, the Transaction qualifies as a concentration within the 
meaning of Article 3(1)(b) of the EUMR.  
3. UNION  DIMENSION  
(6) The undertakings concerned have a combined aggregate world- wide turnover of 
more than EUR 5 000 million  [Cinven: EUR […], Advent: EUR  […] ; 
tkE: EUR  […] ]. Each of them has a U nion- wide turnover in excess of 
EUR  250 million [Cinven: EUR […], Advent: EUR  […] ; tkE: EUR […]], but they 
do not ac hieve more than two- thirds of their aggregate U nion- wide turnover within 
one and the same Member State. The notified operation therefore has a Union 
dimension pursuant to Article  1(2) of the Merger Regulation.  
4. RELEVANT MARKETS  
4.1. Introduction 
(7) The Transaction  gives rise to a vertical link due to the activities of Advent’s 
portfolio company Rubix upstream and those of tkE downstream.  
(8) In particular, this vertical link relates to the supply by Rubix of bearings used in the 
repair and maintenance of elevators and  escalators.  
(9) Bearings are the main item among a number of products and services that tkE 
procures from Rubix, totalling EUR […]  out of less than EUR […] . Each of the 
other product groups are typically immaterial. The relevant upstream market 
therefore rel ates to the wholesale supply of bearings.  
                                                 
4  Rubix was previously known as Advent portfolio company IPH/Brammer. The acquisition of IPH by 
Advent was approved by the  European Commission in 2017 (Case M.8524 – Advent International 
Corporation/Industrial Parts Holding). Advent’s acquisition of Brammer was approved by the European 
Commission in 2017 (Case M.8316 – Advent/Brammer).  
5  […]. 
 
3 (10) As Rubix is a supplier of industrial maintenance, repair and overhaul (“MRO”) 
products, its  bearings are typically not incorporated into new installations of elevators 
or escalators but are used in the repair or maintenance of elevators and escalators. The 
relevant downstream markets therefore relate to elevator and escalator repair and 
maintenance.  
4.2. Market Definition  
4.2.1. Upstream market: the wholesale supply of bearings  
4.2.1.1. Product market definition  
(11) Bearings are component s that facilitate movement and reduce friction in machines. 
They have three key functions: (i) guiding motion, by supporting and guiding 
components that turn relative to one another (e.g . wheels, shafts, pivots), 
(ii) transmitting forces, and (iii) reducin g friction.  
(12) Bearings are used in various parts of elevator and escalator installations, such as 
motors, traction machines, drive wheels, gears and rollers, in order to guide motion 
and reduce friction. For both production and repair purposes, some of those  bearings 
are procured as a pre- assembled part of an entire unit, while others are procured 
separately, depending on the manufacturer.  
(13) The Parties suggest that the relevant product market is rolling bearings, with possible 
further sub -segments for ball and roller bearings, possibly also further sub-
segmented for industrial use6.  
(14) The Parties submit that there should not be a separate market for bearings used for 
the elevators and escalators applications , as the bearings used for these products are 
standa rd industrial parts7. Also, the Parties consider that there should be no 
distinction between original equipment manufacturers ( OEM )/original equipment 
suppliers ( OES ) and independent aftermarket (IAM)  customers, because both types 
of customers provide maintenance and repair services8. 
(15) A significant proportion of bearings incorporated in elevators and escalators are used 
in rollers, in particular step rollers, chain rollers , handrail rollers  and guide rollers. 
Such rollers, which consist of a bearing around which a rubber or plastic ring is fitted 
by injection moulding , are procured as full units for both production and repair  
purposes . When asked about the use of bearings in escalators, several escalator MRO 
providers replied in terms of rollers. One escalat or MRO provider stated in this 
respect:  “as regards bearings for escalators, the Company understands this term to 
refer to rollers for chains and steps ”.9 Even though such rollers are components that 
are closely related to, but separate from, bearings, the Parties state that Rubix does not 
supply such products. They claim  that these components are generally supplied 
directly by manufacturers such as f aigle (rather than distributors such as Rubix) to 
escalator maintenance providers10. This was supported by  feedback from a bearings 
manufacturer, who stated: “ the Company is not aware of any European 
                                                 
6  Form CO, paragraph 81, 84 and 99.  
7  Form CO, paragraph 79.  
8  Form CO, paragraph 80.  
9  Minutes of call with Escalator MRO provider, 14 May 2020.  
10  Form  CO, paragraph 101, Response of 20 May 2020 to RFI 4, paragraph 2.1.  
 
4 manufacturers offering rollers for escalators and considers it unlikely that Rubix has 
a significant offer of such products ”.11 
(16) The Commission has not previously a ssessed product markets for bearings used in 
the maintenance and repair of elevators or escalators specifically. In previous  
decisions, the Commission considered that there may be separate sub- segments for 
different types of bearings, including ‘plain’ and ‘rolling’ bearings12. The 
Commission has found that ‘rolling’ bearings may include two large sub- categories, 
namely (i) ball bearings, and (ii) roller bea rings, which can be further 
sub-segmented.13 
(17) The Commission has also considered that the above markets could be divided into 
separate markets according to the application for which the bearings are used or the 
type of customers purchasing those bearings (e.g. automotive vs industrial 
applications; OEM/OES  vs Independent Aftermarket (“IAM”))14. 
(18) The feedback f rom market participants confirmed that bearings used in elevator and 
escalator applications are typically multi- purpose products15. A bearings 
manufacturer stated : “the Company manufactures bearings as standard industrial 
products, and is not aware of special bearings being offered for escalators ”.16  
(19) The Commission’s investigation has indicated that a segmentation between OEM 
and MRO supply channel s may be relevant. Rubix annual reports refer to its market 
share for bearings in the MRO segment, while a bearings manufacturer distinguished 
between the MRO and the OEM channel when explaining its competitive 
relationship with Rubix in the supply of bearings17. 
(20) In any event, f or the purpose of this D ecision , it can be left open whether  the market 
for the whole sale supply of bearing  may be segmented based on the type of bearing, 
application or customer, as the Transaction does not give rise to serious doubts as to 
its compatibility with the internal market or the functioning of the EEA Agreement  
regardless of th e precise product market definition . 
4.2.1.2. Geographic market definition  
(21) The Parties submit that the relevant geographic market is at least EEA -wide in 
scope.  
(22) In a previous decision, t he Commission considered that the geographic market of 
bearings sold to independent aftermarket service providers (IAM) in the automotive 
                                                 
11  Minutes of call with bearings manufacturer, 15 May 2020 . 
12  See e.g. Commission decision of 11 October 2011,  INA/FAC  (M.2608).  
13  Commission decision of 27 March 2007, NTN/SNR (M .4346), Commission decision of 
19 December  2008, Schaeffler/Continental (M.5294).  
14  Commission decision of 11 October 2011,  INA/FAC  (M.26 08), recital 13.  
15  Minutes of call with MRO provider, 14 May 2020, paragraph 15 ; Minute s of call with MRO provider, 
19 May 2020, paragraph 13; Minutes of call with Bearings Supplier, 15 May 2020, paragraph 3.  
16  Minutes of call with bearings manufacturer, 15 May 2020, paragraph 3 . 
17  Minutes of call with bearings manufacturer, 15 May 2020 . 
 
5 and industrial sectors is ( at least) an EEA –wide in scope but left the relevant 
geographic market open18. 
(23) Feedback from  market participants  indicated that bearings may be sourced from 
China, but that delivery times and quality standards may be an issue, depending on 
the urgency and type of repair. An escalator MRO provider stated : “spare parts are 
offered in various standards  of quality and most can also be sourced from Chinese 
suppliers. In general, customers are not against sourcing from China; it is a just a 
matter of how urgent the repair is, as delivery times from China can run up to 2- 3 
weeks ”19. A bearings manufacturer stated20: “the company considers that the 
escalator business, compared with the elevator business, is less quality -oriented and 
more often uses bearings from low -cost countries such as China, in particular 
rollers […] However, European supplies of bearings are used for the more 
sophisticated parts of escalators such as gears boxes or e -motors ”.  
(24) In any event, for the purpose of this D ecision, the Commission considers  the 
geographic market to be at least EEA -wide in scope, but leaves  the precise 
geographic market definition open, as the Transaction does not give rise to serious 
doubts as to its compatibility with the internal market or the functioning of the EEA 
Agreement under any of these plausible geographic  market definitions .  
4.2.2. Downstream market: repair and maintenance of elevators and escalators  
4.2.2.1. Product market definition  
(25) An elevator is a car that moves in a vertical shaft to carry passengers or freight up 
and down. Elevators are typically powered by electric motors that drive trac tion 
cables and counterweight systems. Elevators have a life span of up to 50 years.  
(26) An escalator is made up of a set of interlocking steps, powered by an electric motor. 
The steps are moved along by a rotating pair of chains, looped around two pairs of 
gears. Escalators have a life span of up to 50 years. 
(27) In view of the long life spans of elevators and escalators, a significant proportion of 
the value chain consists of maintenance and repair which can either be done by the 
companies installing the equipmen t, or by alternative maintenance and repair 
operators.  
(28) The Parties consider that there are two plausible alternative product market 
definitions: (i) a global market for the supply of maintenance services for elevators 
and escalators (combined); or (ii)  two separate markets differentiating between  
maintenance services for each of  (a) elevators; and (b) escalators21.  
(29) In previous decisions, the Commission considered (i) a broad market for  elevator 
installation services comprising elevator installation, mod ernisation, and repair and 
                                                 
18  Commission decision of 19 December 2008, Schaeffler/Continental (M.5294).  
19  Minutes of call with MRO provider, 19 May 2020, paragraph 11.   
20 Minutes of call with Bearings Supplier, 15 May 2020, paragraph 10.  
21  Form CO, paragraph 70.  
 
6 maintenance services22 and (ii) separate markets for (a) the sale and installation of 
elevators and escalators, (b) maintenance services, and (c) modernisation services.23 
(30) The Commission has found that maintenance services reflect a separate, broad 
category including all maintenance and repair services provided with varying 
content, for instance monitoring and prevention services as well as repair and 
replacements of spare parts24. 
(31) As regards any potential subsegments within escalato r repair and maintenance, 
feedback from market participants indicates that companies usually provide all the 
services related to escalators, namely installation, repair, maintenance and 
modernization. An escalator MRO provider stated: “ the Company regards the 
market for the maintenance of escalators as one overall market as most providers 
offer the full range of services, from testing to repair, and contracts typically include 
a wide range of such services ”25.  
(32) In light of the feedback from market participants and the information available to it, 
the Commission concludes that  the product market for the repair and maintenance of 
elevators and escalators could be segmented into (i) repair and maintenance services 
for elevators and escalators (combined); and (ii) repair and maintenance services for 
each of: (i) elevators; and (ii) escalators.  
(33) In any case, for the purpose of this D ecision , it can be left open whether the  relevant 
market  for the repair and maintenance of elevators and escalators may be 
subsegmented based on the number and types of portfolio services, as the 
Transaction does not give rise to serious doubts as to its compatibility with the 
internal mark et regardless  of the precise product market definition.  
4.2.2.2. Geographic market definition  
(34) The Parties agree with the geographic market definition set out in the Commission’s 
prior decisional practice26. 
(35) In a previous decision, the Commission found the geographic market of maintenanc e 
and modernisation services for escalators to be national in scope.27 
(36) Feedback from market participants indicated  that customer preferences and 
regulations for services provided on escalators vary among countries and that 
national  presence is required. An escalator MRO provider stated : “the Company 
regards the market for maintenance of escalators as different on a national basis as 
customer preferences and regulations vary from country to country and market 
presence in each country is necessary to make the business profitable ”28.  
                                                 
22  Commission decision of  2 December 2010, Triton III Holding 6/Wittur Group  (M.5991) . 
23  Commission decision of  21 February 2007, PO/Elevators and Escalators (COMP/E -1/38.823).  
24  Ibidem.  
25  Minutes of call with MRO provider, 19 May 2020, paragraphs 2 and 10; Minutes of call with MRO 
provider, 14 May 2020, paragraph 5.  
26  Form CO, paragraphs 57- 61. 
27  Case COMP/E -1/38.823, PO/Elevators and Escalators . 
28  Minutes of call with MRO provider, 14 May 2020, paragraph 7; Minutes of call with MRO provider, 19 
May 2020,  paragraph 2 ; Minutes of call with MRO provider, 13 May 2020, paragraph 2.   
 
7 (37) In any event, for the purpose of this D ecision, the Commission considers the 
geographic market for the repair and maintenance of escalators and elevators to be 
national in scope, but leaves the precise geographic market definition open, as the 
Transaction does not give rise to serious doubts as to its compatibility with the 
internal market  or the functioning of the EEA Agreement under any of these 
plausible geographic market definitions .  
5. COMPETITIVE ASSESSMEN T 
(38) None of Advent’s or Ci nven’s portfolio companies have a direct presence in any of 
the markets in which tkE operates, namely the installation and servicing of elevators, 
escalators, passenger boarding bridges and stairlifts, as well as directly related 
ancillary activities in th e EEA. Rubix provides repair and maintenance services, but 
not for elevators or escalators. The Parties' relationship is therefore only vertical, 
through Advent’s ownership interest in Rubix.  
(39) In view of the vertical links between Rubix and tkE, the Commiss ion will assess in 
this Section the relation between the upstream wholesale of bearings where Rubix is 
active and the downstream market for the repair and maintenance of elevators and 
escalators in which tkE will remain active.  
5.1. Market structure in upstream  markets  
(40) The Parties estimate Rubix ’ market share in EEA in bearings sold to elevator and 
escalator customers at respectively [0-5]%. For the narrower segment of bearings 
used only for escalator repair and maintenance, Rubix ’ market share in EEA 
is [20- 30]%  according to the Parties . According to the latest annual reports available 
from Brammer, the Rubix business unit making up the bulk of the group’s activity in 
bearings, the company’s market share in bearings sold to the MRO channel was 
around 10%. The  Parties state that they cannot calculate precise market share 
estimates for Rubix’s competitors in relation to a narrow segment for the supply of 
bearings for elevator and escalator applications, let alone for an even narrower sub -
segment for the supply of bearings for escalator repair and maintenance.  
(41) However , the Parties estimate that the largest manufacturers of bearings, in particular 
SKF (including Cooper), Schaeffler, NTN SNR, NSK and Timken, have larger 
market shares than Rubix via their direct sal es in relation to elevator and escalator 
applications overall and escalator repair and maintenance specifically.  They submit 
that a wide range of other distributors of bearings are also active throughout the 
relevant markets in the EEA, including Acorn, BD I, the Bianchi Group, the 
Blässinger Group and the Descours & Cabaud Group. 
(42) Feedback from  a bearings supplier29 shows  that the escalators market is not the focus 
of Rubix’s usual activity: “ Rubix distributes around 5000 different products to 
various industr ies such as cement and steel plants. The Company does not consider 
the escalator market to be a usual target area for industrial distributors in general ”. 
                                                 
29  Minutes of call with Bearings Supplier, 15 May 2020, paragraph 8.  
 
8 5.2. Market structure in downstream markets  
(43) If a global market for the repair and maintenance of both esca lators and  elevators is 
considered, tkE’s markets shared would be lower than 30% both EEA -wide and on a 
national basis and would therefore not give rise to any affected markets.  
(44) If a separate market only for repair and maintenance of escalators is considered, a 
number of national market will be affected, for instance : Austria  [30-40]% , 
Croatia  [30- 40]% , Denmark [40- 50]% , France [30- 40]%, Germany [30- 40]% , 
Hungary [30-40]% , Netherlands [30- 40]% , Norway [60- 70]% , Spain [40- 50]%  and 
Sweden [30-40]% , with an EEA -wide  market share of around [30- 40]% in 2019.  
These national markets will therefore be considered affected markets.  
(45) In the EEA market for escalator repair and maintenance services, the main tkE’s 
competitors are Kone, Schindler, and Otis. In esc alator repair and maintenance on an 
EEA basis, Otis has a [20 -30]% market share, Kone [10- 20]%, Schindler [10- 20]% 
and other competitors [10 -20]%. These competitors are also tkE’s main rivals in the 
various  Member States in which tkE’s share exceeds 30% , please see Table 1 below . 
Referring to the national markets for for escalator repair and maintenance services a 
MRO provider stated: “ In smaller countries the big companies do not have the local 
personnel for installing, repairing and maintaining the escalators, choosing to 
subcontract such services to smaller companies except for some limited maintenance 
services. In the markets for services for escalators there several more companies 
competing with the big players. In the Netherlands there are 6- 7 such com panies, 
including Structon and Orona”30.  
Table 1 – Market shares %31 
Member States  Schindler  Kone  Otis tkE 
EEA  [10-20]% [10-20]% [20-30]% [30-40]% 
Austria  [40-50]% [10-20]% [5-10]% [30-40]% 
Croatia  [10-20] % [10-20]% [20-30]% [30-40]% 
Denmark  [0-5]% [30-40]% [10-20]% [40-50]% 
France  [10-20]% [10-20]% [20-30]% [30-40]% 
Germany  [10-20]% [20-30]% [10-20]% [30-40]% 
Hungary  [10-20]% [10-20]% [20-30]% [30-40]% 
Netherlands  [20-30]% [20-30]% [10-20]% [30-40]% 
Norway  [5-10]% [20-30]% [0-5]% [60-70]% 
Spain  [10-20]% [0-5]% [30-40]% [40-50]% 
Sweden  [5-10]% [30-40]% [5-10]% [30-40]% 
 
                                                 
30  Minutes of call with MRO provider, 14 May 2020, paragraphs 11 and 12.  
31  Form CO, Annex 29.  
 
9 5.3. Vertical  assessment  
5.3.1. Input foreclosure  
(46) The Parties s ubmit32 that even on the wholesale of bearings to escalator repair and 
maintenance services on a national basis , Rubix’s share of supply is not significant 
and as such cannot raise any input foreclosure concerns given its lack of market 
power. This is particularly so as Rubix is a distributor and not a manufacturer of 
bearings and both direct sales from manufacture rs and a variety of other distributors 
would remain available to customers seeking bearings for elevator and escalator 
applications following the Transaction. According to the Parties, bearings represent 
only an insignificant cost factor for elevator and e scalator companies, including tkE. 
tkE estimates that bearings represented approximately  […]% of its total purchase 
volume in FY 2018/2019, and that bearings represent approximately  […]% of the 
total cost of an elevator or escalator.33 
(47) The outcome of the ma rket investigation  show s that the risk of input foreclosure 
through the notified concentration appears limited. It seems unlikely that, post -
merger, Rubix  would restrict access to its products by other escalator repair and 
maintenance providers  competing a gainst tkE in any of the EEA  countries. The 
outcome of the investigation  indicates that the T ransaction in general does not seem 
to raise any input foreclosure concerns34: “the Company considers that the 
transaction will have a positive impact on the market  and will be good for tkE. […]  
Although it anticipates that tkE under new ownership will try to lower the price for 
Mulder Montage, the company does not consider that the transaction will have a 
negative impact on its business ”. None of the escalator maint enance providers 
participating to the investigation  (in Spain, the Netherlands and Germany) was aware 
of Rubix as a potential supplier of bearings for their activities : “the Company is not 
familiar with Rubix/Brammer as a potential supplier of escalator parts”35. 
(48) Rubix’ market share in bearings sold to escalator repair and maintenance companies 
is not significant, estimated at [20- 30]% in the EEA. In addition, the market in which 
Rubix operates is fragmented, which means that rival escalator repair and 
maintenance companies would have many alternative sources for the procurement of 
bearings after the merger. The main source remain the manufacturers of bearings, in 
particular SKF (including Cooper), Schaeffler, NTN SNR, NSK and Timken, but 
also other distributors of bearings are also active throughout the relevant markets in 
the EEA, including Acorn, BDI, the Bianchi Group, the Blässinge r Group and the 
Descours & Cabaud Group. 
(49) Furthermore, it appears that bearings are largely commoditised products that  can be 
sourced from a wide range of  suppliers. Feedback from market participants has 
confirmed that manufacturers such as SKF also sell di rectly36 to escalator and 
elevator maintenance companies . A MRO provider indicated in this respect that “ the 
                                                 
32  Form CO, paragraph 130.  
33  Form CO, paragraph 140.  
34  Minutes of call with MRO provider, 19 May 2020, paragraph 17; Minute s of call with MRO provider, 
14 May 2020, paragraph 19; Minutes of call with MRO provider, 13 May 2020, paragraph 15; Minutes of 
call with Bear ings Supplier, 15 May 2020, paragraph 13.  
35  Minutes of call with MRO provider, 14 May 2020,  paragraph 9 . 
36  Minutes of call with MRO provider, 19 May 2020, paragraph 12; Minute s of call with MRO provider, 
13 May 2020, paragraphs 8 and 10.   
 
10 Company buys most of its rollers from Chinese trading companies and occasionally 
from SKF when required ”37, even though some manufacturers, such as S chaeffler38, 
seem to be more focused on the OEM rather than the MRO (Maintenance, Repair 
and Overhaul) channel. In any case, a wide range of other distributors of bearings 
seem to be active throughout the relevant markets. Feedback from market 
participants has indicated that spare parts used in escalator repair and maintenance 
tend to be more lower -end products compared to elevator repair and maintenance 
and that bearings for escalator repair and maintenance are often sourced from 
Chinese suppliers, depending on the urgency of the repair39. A MRO provider stated 
that “The Company procures most of its spare parts from Chinese manufacturers 
and distributors, except when end customers insist on original OEM replacement 
parts, which the Company then procures from the manufacturers or specialised 
suppliers. 90% -95% of escalator parts can be bought freely on the market ”40. 
(50) In addition, more than [ …]% of Rubix’ sales of bearings for repair and maintenance 
for escalators are made with  tkE’s competitors. Stopping its sal es to those companies 
and selling exclusively to tkE is likely to lead to reduced sales of Rubix’ products as 
it seems unlikely that tkE could take over a large part of the sales of its competitors 
due to such strategy. Moreover, bearings represent a small  share of escalator repair 
and maintenance providers’ costs, estimated at less than 5%41: “Rollers make up 
around 5- 10 % of all replaced spare parts, and so only 2% -5% of the overall 
cost”42; “Bearings are not often replaced in escalators if they are of good quality 
and they represent less than 5% of overall cost. Bearings are not in the top 5 of 
spare parts in terms of average cost”43.  
(51) As stated above in paragraph 45, tkE competes downstream with Kone, Schindler, 
and Otis  in each Member State where it exceeds 30% market share in downstream 
markets, and particularly : Austria  [30-40]%, Croatia [30- 40]% , Denmark [40 -50]%, 
France [30-40]% , Germany [30- 40]%, Hungary [30-40]%, Netherlands [30-40]% , 
Norway [60-70]% , Spain [40- 50]% and Sweden [30- 40]%. Therefore, the merged 
entity would face enough competition pressure post -Transaction and no competition 
concerns should arise in any of the affected national markets.  
(52) In the light of the above considerations and taking the information available to it and 
the results of the market investigation into account, the Commission considers it is 
unlikely that Advent would have the ability or the incentive to successfully raise 
rivals’ costs in relation to the products supplied by Rubix. Therefore , the Transaction 
does not raise serious doubts  as to its compatibility with the internal market or the 
functioning of the EEA Agreement  as the Parties will have neither the ability nor the 
incentive for input foreclosure in relation to the market s for the repair and 
maintenance services for escalators . 
                                                 
37  Minutes of call with MRO provider, 14 May 2020, paragraph 18.  
38  Minutes of call with Bearings Supplier, 15 May 2020, paragraph 12.  
39  Minutes of call with MRO provider, 19 May 2020, paragraph 11; Minute s of call with MRO provider, 
13 May 2020, paragraphs  8 and 9.   
40  Minutes of call with MRO provider, 14 May 2020, paragraph 14.  
41  Minutes of call with MRO provider, 13 May 2020, paragraph 13.   
42 Minutes of call with MRO provider, 14 May 2020, paragraph 18.  
43  Minutes of call with MRO provider, 19 May 2020,  paragraph 15.  
 
11 5.3.2. Customer foreclosure  
(53) The Parties s ubmits44 that any customer foreclosure concerns would be negated by 
the structure of the T ransaction - namely, the acquisition of tkE through a 
consortium. Even if Advent  had the incentive to favour Rubix over other suppliers, 
Cinven would have an incentive for tkE Elevator and Escalator Business to continue 
sourcing its supply of the products offered by Rubix from whichever suppliers are 
most competitive (on price, qualit y, or other factors).  
(54) The Commission finds, based on the market investigation, that the risk of customer 
foreclosure appears to be limited as it  seems unlikely that, post -merger, tkE would 
be able to affect the competitiveness of Rubix’ competitors by fore closing suppliers 
of bearings . The outcome of the investigation  indicates that the transaction in general 
does not seem to raise any customer  foreclosure concerns45: “The Company 
considers that the transaction will have a positive impact on the market and w ill be 
good for competition. The Company considers that the industry has seen little 
innovation for some time and has been very much dominated by the four main 
players in the market (Otis, tkE, Schindler and Kone). It considers that new owners 
and new management for tkE may modernise the industry and bring new 
opportunities also for other market players such as the Company ”46.  
(55) As bearings seem to be largely commoditised products with multiple applications, 
they can be supplied to customers i n various indust ries. If Rubix’ competitors lost 
potential sales it would be doubtful that this would impact their competitiveness, 
given that they could keep selling  to all alternative customers, not only in escalator 
repair and maintenance but in all other sectors requi ring bearings.   
(56) In addition, any customer foreclosure concerns would most likely be mitigated by  
the transaction structure, namely the fact that Advent would share control over tkE 
with Cinven. If Advent had any incentive to favour Rubix over other supplie rs, 
Cinven would have an incentive for tkE to continue sourcing its supply of the 
products offered also by Rubix from the most competitive suppliers in terms of price 
and quality.  
(57) Therefore , it is unlikely that customer  foreclosure will arise from the tr ansaction  in 
relation to the markets  for the repair and maintenance services for escalators in 
Austria, Croatia, Denmark, France, Germany, Hungary, Netherlands , Norway , Spain 
and Sweden . 
(58) In light of the considerations in paragraphs ( 38) to (57) above as well as all evidence 
available to it, the Commission considers that, the Transaction will not give rise to 
serious doubts as to its compatibility with the internal market or the functioning of 
the EEA Agreement due to vertical  non-coordinated ef fects under any plausible 
market definition.   
                                                 
44  Form CO, paragraph 142.  
45  Minutes of call with MRO provider, 19 May 2020, paragraph 17;  Minutes of call with MRO provider, 
14 May 2020, paragraph 19; Minutes of call with Bearings Supplier, 15 May 2020, paragraph 13.  
46  Minutes of call with MRO provider, 13 May 2020, paragraph  15.  
 
12 6. CONCLUSION  
(59) For the above reasons, the European Commission has decided not to oppose the 
notified operation and to declare it compatible with the internal  market and with the 
EEA Agreement. This Decision is adopted in application of Article 6(1)(b) of the 
Merger Regulation and Article 57 of the EEA Agreement .  
For the Commission 
 
 
(Signed)  
Margrethe VESTAGER  
Executive Vice -President