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, 17.12.2020 
C(2020)  9411 final  
PUBLIC VERSION 
To the notifying party  
Subject : Case M. 10052 – E ni/UFG ( Assets)  
Commission decision pursuant to Article 6(1)(b) of Council Regulation 
(EC) No  139/20041 and Article 57 of the Agreement on the European 
Economic Area2  
Dear Sir or Madam,  
1. On 18 November 2020, the European Commission received notification of a proposed 
concentration pursuant to Article 4 of the Merger  Regulation by which the 
undertaking Eni S.p.A. (“E ni”, Italy ) acquire s within the meaning of Article 3(1)(b) of 
the Merger Regulation sole control over part  of certain businesses, assets and interests 
("Target") currently belonging to Unión Fenosa Gas (“UFG” , Spain), a company 
jointly controlled by Eni and Naturgy Energy Group S.A. (“Naturg y”, Spain),3 
including 100% of the shares in UFG Comercializadora S.A. (Spain) and a charter 
contract for an LNG tanker . The acquisition is carried out  by way of purchase of 
shares and assets .4 
2. The business activities of the undertakings concerned are:  
− for ENI : a global oil and gas group, active within exploration, production, 
refining and selling operations, electricity and chemistry, 
− for the Target : the supply of natural gas to retailers, traders, gas -power ed 
electricity plants and industrial clients in Spain, and the  transportation  of LNG  by 
vessel.  
                                                 
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 ‘ Community ’ by ‘Union ’ and ‘common market ’ by ‘internal market ’. The terminology 
of the TFEU will be used t hroughout this decision.  
2  OJ L 1, 3.1.1994, p.  3 (the ‘EEA Agreement ’). 
3  The proposed concentration is the result of a decision by Eni and Naturgy to terminate the UFG joint 
venture and the subsequent re -distribution of the activities and assets of UFG . 
4  Publication in the Official Journal of the European Union No C 403, 26.11.2020 , p. 16. 

2 3. After examination of the notification, the European Commission has concluded that 
the notified operation falls within the scope of the Merger  Regulation and of 
paragraph 5 (d) of the Commission Notice on a simplified procedure for treatment of 
certain concentrations under Council Regulation (EC) No  139/2004.5 
4. For the reasons set out in the Notice on a simplified procedure, 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 Agre ement . 
For the Commission  
 
 
(Signed)  
Olivier GUERSENT  
Director -General  
                                                 
5  OJ C 366, 14.12.2013, p. 5.