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, 24.06.2022  
C(2022)  4518 final  
PUBLIC VERSION 
 
Partners Group AG  
Zugerstrasse 57  
6341 Baar -Zug 
Switzerland  
Subject : Case M. 10709 – PARTNERS GROUP / FORTERRO  
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 17 May 2022, the Commission received a notification of a proposed 
concentration pursuant to Article 4 of Council Regulation (EC) No 139/2004 by 
which Partners Group AG (“Partners Group”) acquires sole control of the whole of 
Jeeves Information Systems AB (“Forterro” ), within the meaning of Article 3(1)(b) 
of the Merger Regulation (the “Transaction”). Partners Group is designated hereinafter as the “Notifying Party”, while Partners Group and Forterro are jointly 
referred to as the “Parties ”.  
                                                 
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 throughout this decision.  
2  OJ L 1, 3.1.1994, p . 3 (the ‘EEA Agreement’).  
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 […]. W here 
possible the information omitted has been replaced by ranges of figures or a general 
description . 
 
 
2 1. THE PARTIES  
(2) Partners Group is a global private markets investment management company 
registered and headquartered in Switzerland. It provides international institutional investors seeking direct access to private market assets with a wide range of investment funds and portfolios tai lored to the investors’ needs. Its portfolio 
companies include, among others, Unit4 and Civica, which are both acti ve in the 
provision of enterprise resource planning (“ ERP”) software.  
(3) Forterro , headquartered in Sweden, is a provider of business software and IT 
solutions, focusing on the provision of ERP software solutions to midmarket manufacturing and production companies . These products include a number of 
different functionalities, such as manufacturing & operations (“M&O”), supply chain management (“SCM”), customer relationship management (“CRM”), financial management systems (“FMS”) , and human capital management 
(“HCM”) . 
2. T
HE OPERATION  
(4) The concentration is accomplished by way of purchase of shares through Goldcup 
30099 AB (under name change to Gotham AB, “Gotham”), a special purpose 
company owned by funds advised and/or managed by Partners Group and 
ultimately controlled by Partners Group . Forterro is currently controlled by IX 
Parents S.a.r.l., Forbes Family Group Limited, Richard Smith, Dean Forbes, Paul Smolinski and Fred Stark. Pursuant to a share sale and purchase agreement signed on 25 Febr uary 2022, Gotham will acquire the entire issued share capital of 
Forterro.
3 
(5) The Transaction will therefore lead to the acquisition of sole control by Partners 
Group over Forterro within the meaning of Article 3(1)(b) of the Merger 
Regulation.  
3. UNION  DIMEN SION  
(6) The undertakings concerned have a com bined aggregate worldwide turnover of 
more than EUR 2 500 million (Partners Group: EUR […]  million ; Forterro: EUR 
[…] million ) and a combined aggregate turnover in excess of EUR 100 million in 
three Member States ( Germany, France and Sweden).4 Each of them has  a turnover 
in excess of EUR  25 million in these three Member States:  Germany (Partners 
Group: EUR […]  million ; Forterro: EUR […]  million ), France (Partners Group: 
EUR […] million ; Forterro: EUR […]  million ) and Sweden (Partners Group: EUR 
[…] million ; Forterro: EUR […]  million ), but none of them achieved more than 
two-thirds of their aggregate Union- wide turnover within one and the same 
Member State.  
                                                 
3 The management of Forte rro will acquire approximately […] % of the share capital of Forterro and 
Battery Ventures may reinvest in Forterro although neither will gain any control rights. The precise 
shareholdings will be decided closer to completion of the Transaction. Form CO, footnote 5.  
4  Turnover calculated in accordance with Article 5 of the Merger Regulation and the Commission  
Consolidated Jurisdictional Notice (OJ C  95, 16.4.2008, p . 1).  
 
 
3 (7) Therefore, t he Transaction  has a Union dimension pursuant to Article 1(3) of the 
Merger Regulation.  
4. RELEVANT MARKETS  
(8) The Transaction concerns the provision of business software, and in particular, the 
market for the provision of enterprise application software (“EAS”) and its segment ERP software , as well as potential ERP sub- segment s (HCM  software  and FMS) .  
4.1. Enterprise Resource Planning  
4.1.1. The Parties’ activities  
(9) Forterro supplies an int egrated full -suite ERP solution , targeted at the needs of 
manufacturing clients. Forterro’s ERP solution includes  a numbe r of different 
functionalities (including HCM  and FMS)  and overlaps  on a limited basis with 
business analytics (“BA”) and content services.  
(10) Partners Group is active in these markets because of its portfolio companies Civica and Unit4.
5   
(11) Civica is a UK -based provider of business critical software and technology -based 
outsourcing services to both public sector organisations and to commercial organisations in highly regulated sectors. Civica also offers standalone HCM and FMS software solutions, BA and conte nt services software targeting the public 
sector.  
(12) Unit4 is a provider of business software and IT services, focusing on the provision of ERP software solutions to people -centric organisations in industries including 
professional services, public sector, non- profit, and education. Unit4’s ERP 
products cover predominantly three functionalities (HCM, FMS and financial planning & analysis).  
(13) Considering all plausible product markets and the assessment of the geographic scope of the market for the supply of ERP s oftware and any segmentation thereof 
as set out in Sections 4.1.2 and 4.1.3 below, the Transaction only gives rise to horizontally affected markets in Poland. Therefore, the market investigation focused on the ERP software market participants active in Poland . 
4.1.2. Product market definition 
4.1.2.1. Past Commission decisions  
(14) In previous decisions, the Commission categorised business software into “infrastructure software” and “application software”. Within a market for 
                                                 
5 For completeness, Partners Group  controls one other business that is active in a different area of the 
software sector in the EEA: Idera, a provider of infrastructure software solutions to businesses for 
testing, application development, and databa se architecture and management . Form CO,  
paragraph  64. 
 
 
4 application software, the Commission further made a distinction between  
(i) personal productivity applications and (ii) EAS .6   
(15) The Commission considered that the market for EAS solutions can be divided 
between ERP, CRM, SCM, supplier relationship management (“SRM”), product 
lifecycle manag ement (“PLM”) and  BA software.7 In addition to previous 
decisions, the Commission further notes that the Parties’ activities overlap in one 
other EAS  segment recognized by  Gartner , a technological research and consulting 
firm : content services.8  
(16) Within a market for the s upply of  ERP software , the Commission has previously 
considered, but ultimately left open, segments based on functionality: HCM  
software , FMS  software  and enterprise project management (“EPM”)  software .9 
The Commission finally  considered whether each of th ese three ERP sub -segments 
can be divided between high -function solutions and mid- market solutions.10  
4.1.2.2. The Notifying Party’s views  
(17) The Notifying Party  submits  that the product market is broader than the supply of 
sub-segm ents of ERP software (HCM  software, FMS software and EPM  software ) 
but ultimately consider s that the precise product  market definition can be left open 
in this case .11 
4.1.2.3. The Commission’s assessment  
(18) The results of the market in vestigation generally support  the approach that the 
Commission has taken in previous cases with regard to the market for the supply of 
EAS and segment s thereof.  There are therefore no reasons for the Commission to 
depart from the approach it has taken previously.  
(19) All respondents expr essing an opinion indicate that a distinction between 
infrastructure software and application software is accurate in Poland.12 The vast 
majority of respondents moreover confirm that the distinction the Commission has 
previously made between the supply of E RP, CRM, SRM, SCM, PLM and BA 
software is accurate in Poland today.13 
(20) In relation to the market for the supply of ERP software, the majority of the respondents also confirm that a segmentation based on functionality ( i.e. in relation 
to HCM software, FMS so ftware and EPM software) as well as a distinction  
                                                 
6 Commission decision of 26 October 2004 in Case M.3216 – Oracle/Peoplesoft, paragraph 15.  
7 Commission decision of 11 February 2021 in Case  M.10060 – Francisco Partners/Marlin Equity 
Partners/Conan Holdco, paragraph 12.  
8  Form CO, paragraph 66.  
9 Commission decision of 22 August 2018 in Case M.8984 –  HG/Vista/Allocate , paragraph  21; 
Commission decision of 28 May 2020 in Case M.9447 – Hitachi/ABB (Power Grid Division) , 
paragraph 6 5. 
10 Commission decision of 28 May 2020 in Case M.9447 – Hitachi/ABB  (Power Grid Division) , 
paragraph 65.  
11 Form CO, paragraph 71.  
12  Questionnaire 1 to suppliers and consumers of ERP software and HCM software, question 5.  
13  Questionnaire 1 to suppliers and consumers of ERP softw are and HCM software, question 6 . 
 
 
5 between high -function solutions and mid- market  solutions with respect to ERP 
sub-segments is accurate in Poland today.14 
(21) In light of the above, the Commission considers that the question of whether the 
market for the supply of ERP software should be further segmented based on 
functionality to  HCM, FMS and EPM  software, and whether each of these ERP 
sub-segments can be divided between high- function and mid- market solutions , can 
be left open , as the Transaction  does not raise serious doubts as to its compatibility 
with the internal market under any plausible product market definition. For the 
purpose of this Decision, the Commission has thus examined: (i)  the overall ERP 
software market ; and (ii) each ERP sub- segment per functionality  (HCM, FMS and 
EPM) separately , each potentially  divided between high- function and mid- market 
solutions . 
4.1.3. Geographic market definition  
4.1.3.1. Past Commission decisions  
(22) The Commission has previously considered that markets for EAS  and i ts segments  
were at least EEA -wide and possibly worldwide.15 With respect to ERP software 
and its sub- segments , when the Com mission also assessed national markets for 
ERP software  and HCM  software , the results of the market investigation did not 
provide any  new elements that would justify a departure from the Commission’s 
previous conclusions that the scope of the market would be at least EEA -wide and 
possibly worldwide .16 
4.1.3.2. The Notifying Party’s views  
(23) The Notifying Party submits  that the relevant geographic ma rket for EAS, ERP 
software and its sub- segments (HCM, FMS and EPM  software ) is at least EEA -
wide if not worldwide since these types of software markets are characterised by a large number of global suppliers that are present in all regions and that offer t heir 
products on a global basis. These include large suppliers such as SAP, Oracle, 
Workday, Kronos and others. Similarly, [ Forterro’s commercial strategy] .
17 
4.1.3.3. The Commission’s assessment  
(24) The vast majority of the respondents expressing an opinion indicate that 
competition on the market for the supply of EAS and its segments takes place 
either on an EEA -level or worldwide  level .18 One respondent indicated that the 
relevant geographic scope of the market would be national and noted that this 
would be in particular the case on a segment for the supply of HCM software.19 
Overall, a majority of the respondents consider ed that there are significant 
                                                 
14  Questionnaire 1 to suppliers and consumers of ERP softw are and HCM software, question 7 and 8 . 
15 Commission decision of 28 May 2020 in Case M.9447 – Hitachi/ABB  (Power Grid Division) , 
paragraph 81; Commission decision of 29 August 2014 in Case M. 7334 – Oracle/Micros , 
paragraph  17; and Commission decision of 20 July 2010 in Case M.5904 –  SAP/Sybase , 
paragraphs  29-30. 
16 Commission decision of 22 August 2018 in Case M.8984 –  HG/Vista/Allocate , paragraphs 22 -25. 
17 Form CO, paragraph 76.  
18  Questionnaire 1 to suppliers and consumers of ERP software and HCM software , question 9.1.  
19  Questionnaire 1 to suppliers and consumers of ERP software and HCM software, question 9.2.  
 
 
6 differences in terms of the pricing, purchase pattern and product features depending 
on where they sell their product.20 One respondent clarifie d that an “ERP- class 
solution must contain a product localisation that is different for each country, not only in terms of the language version, but above all compliance with local regulations, e.g. in t he area of finance and HR ”.
21 Another global supplier of ERP 
software indicate d that they might see differences in terms of purchasing patterns 
and pricing among vendors in, for example , supply chain management but that they 
maintain the same pricing model across all countries where they are active.22 
(25) In light of the above, t he Commission considers that  the results of the market 
investigation do not justify a departure from its previous conclusions regarding the 
geographic scope of the relevant market . In any  event, it can be left open whether 
the geographic  scope of the  market should be defined as EEA or worldwide for 
EAS and its segments , or national, EEA or worldwide for ERP  software and its 
sub-segments, as the Transaction does not raise serious doubts as to its 
compatibility with the internal market under any plausible geographic market definition. For the purpose of this Decision, the Commission has thus examined: (i) 
the EEA and worldwide level for the E AS and its segments ; and (ii) the national, 
EEA and  worldwide level for  the ERP software and its sub -segments.  
5. C
OMPETITIVE ASSESSMEN T 
(26) The Transaction results in horizontal  overlaps between the activities of the Parties 
in the supply of business software, where Forterro and Partner s Group’s portfolio 
companies Civica and Uni t4 are active worldwide, in the EEA and national 
markets . In the market for the supply of business software , the horizontal overlaps 
exist within the market for EAS and its potential segments BA  software , content 
services, and ERP software. Within ERP  software , Forterro’s, Civica’s and Uni t4’s 
offerings overlap in the potential markets for the supply of HCM and FMS  
software . HCM and FMS software are provided either as a functionality in a full -
suite ERP software pr oduct or as a standalone product. 
(27) Within the market for the supply of HCM and FMS software, t he Parties overlap to 
a limited extent in HCM software and FMS mid -market solutions , as Forterro 
provides ERP software and services to small and medium sized manuf acturing 
business and Unit4 primarily supplies mid- market solutions.23 
(28) There are no actual or potential vertical relationships between Forterro and  the 
portfolio companies controlled by  Partners Group. The Commission also considers 
that there are no  (newly created)  conglomerate relationships resulting from the 
Transaction . 
                                                 
20  Questionnaire 1 to suppliers and consumers of ERP software and HCM soft ware , question 10.  
21  Questionnaire 1 to suppliers and consumers of ERP software and HCM software, question 10.1.  
22  Questionnaire 1 to suppliers and consumers of ERP software and HCM software, question 10.1.  
23 Form CO, paragraph 74.  
 
 
7 5.1. Market shares  
(29) The Notifying Party has provided market shares on a worldwide  and EEA -wide  
level  for the supply of EAS .24  
(30) On a worldwide and EEA -wide market for the supply of EAS, the Partie s’ 
combined share amounts to only [0 -5]% and [0-5]% in 2021, respectively.25 
Moreover, the combined shares on worldwide and EEA -wide markets for the 
supply of  EAS segments  BA software , content services and ERP soft ware remain 
below [5 -10]% in 2021.  
(31) The Notifying Party also provided market shares on a worldwide, EEA -wide and 
national level for the supply of ERP software and its potential sub- segments.  
(32) On the potential worldwide and EEA -wide markets for the supply of ERP  software  
sub-segments  HCM and FMS  software, the Parties’ combin ed market shares do not 
exceed [0 -5]% in 2021. 
(33) The Parties’ combined market shares exceed 20% only on the potential national 
market for the supply of HCM software and its sub- category HCM software mid -
market solutions in Poland in 2021.26 In any event, the market shares for the supply 
of HCM  software  on a national level are highly conservative estimate s. The 
Parties’ combined shares in HCM software in Poland are produced using the 
Parties’ total ERP software revenue, and therefo re overstate the Parties’ actual 
position in the ERP software sub -segment  HCM  software .27  
                                                 
24  The Notifying Party provided market shares based on the IDC 2021 and Gartner 2020 data on a 
worldwide, EEA -wide level for EAS and its segments BA  software  and content services , as well as 
on a national level for the  ERP software  and its  sub-segments HCM and  FMS software .  
25 The market shares for EAS and its segments BA software, content services , and ERP software and its 
sub-segment FMS  are based on 2020 Gartner data for market sizes and competitor revenues , and 
Parties’ own 2021 revenues .  
26 The Parties est imate their share in mid -market solutions under each ERP software sub-segment to be 
similar to the shares provided for each respective ERP software sub-segment. Form CO, paragraph 
88. 
27 Form CO, paragraph 87. Forterro’s total revenue was allocated to each ERP software sub-segment as 
Forterro does not have data on revenue per different ERP  software  sub-segments such as HCM 
software. Forterro only offers an integrated ERP product with multiple functionalities (including 
HCM), [Forterro’s commercial and pricin g strategy] . 
 
 
8 Table 1 : Estimated s hares for HCM software sub- segment  in Poland28  
Party  2021  2020  2019  
Revenue 
(EURmm)  Share  Revenue 
(EURmm)  Share  Revenue 
(EURmm)  Share  
Forterro29 […] [10-20] % […] [5-10] % […] [10-20] % 
Partners Group  
(Unit4)30 […] [10-20] % […] [10-20] % […] [10-20] % 
Combined  […] [20-30] % […] [20-30] % […] [20-30] % 
SAP  […] [20-30] % […] [20-30] % […] [20-30] % 
Sage  […] [0-5]% […] [0-5]% […] [0-5]% 
Microsoft  […] [0-5]% […] [0-5]% […] [0-5]% 
SmartRecruiters  […] [0-5]% […] [0-5]% […] [0-5]% 
IBM  […] [0-5]% […] [0-5]% […] [0-5]% 
Oracle  […] [5-10]% […] [5-10]% […] [5-10]% 
Others31 […] >[30-40] 
% […] >[30-40] %  […] >[30-40] %  
Total  […] 100%  […] 100%  […] 100%  
Source: The Notifying Party’s response to RFI 5  
                                                 
28  The share estimates  for the HCM software market  have been calculated using the segment size 
figures from IDC data , while the r evenues of competitors are based on  Gartner data (as the Parties 
have no equivalent IDC data). Revenues of competi tors in 2020 are used for both the 2020 and 2021 
market share estimates, as there is no data for competitors' revenues in 2021  available to the Parties.  
The Parties consider IDC a more complete dataset for estimating the Parties’ position in HCM  
software . The Notifying Party explained that Unit4’s revenues from TetaHR product in Poland were  
(due to its payroll functionality)  inaccurately classified as FMS  software  by Gartner and included in 
the Gartner segment size for FMS software . As the Gartner’s segment size figures for HCM software 
do not include the correct Unit4 revenues , the Notifying Party does not consider Gartner’s HCM 
software data to be appropriate for estimating the Parties’ position in HCM  software . Form CO, 
footnote 20. 
29  Forterro's revenue figures include all ERP revenues for licence and maintenance and support in 
Poland.  
30  Unit4's revenue figures contain revenues from both TetaHR and TetaERP products in Poland.  
31  Includes (but is not limited to) the following vendors included in th e Gartner data, each with a share 
of less than [0 -5]%: Aptean, Cegid, Ceridian, Cornerstone OnDemand, Epicor, Exact, Greenhouse, 
IFS, Infor, Kronos, LinkedIn, MobileXpense, Peakon, Rydoo, Saba Software, Service Now, Talentsoft, UKG, Ultimate Software . The Notifying Party notes that Gartner data includes a 
breakdown of turnover of  certain competitors, but not all.  For example, Asseco, Comarch, Simple, 
Symfonia, Streamsoft and Soneta are not included in the Gartner data, and therefore the Parties are unable to provide their turnover or market share.  The Notifying Party’s response to RFI 6.  
 
 
9 (34) Therefore, t he Commission ’s assessment in Section 5.3 below  concerns only  the 
market for the supply of HCM software and its  potential  sub-category HCM 
software mid -market solutions32 in Poland where Forterro’s and Partners Group’ s 
(active through  its portfolio company Unit4)33 activities overlap.  
5.2. Analytical framework  
(35) The Guidelines on the assessment of horizontal mergers (“Horizontal Merger 
Guidelines”)34 describe two main ways in which horizontal mergers may 
significantly impede effective competition. In particular , the proposed 
concentration might be creating or strengthening a dominant position: (i) by 
eliminating important competitive constraints on one or more firms, which 
consequently would have increased market power, without resorting to coor dinated 
behaviour (non -coordinated effects); and (ii) by changing the nature of competition 
in such a way that firms that previously were not coordinating their behaviour, are 
significantly more likely to coordinate and raise prices or otherwise harm effective 
competition (coordinated effects ). 
(36) A merger giving rise to horizontal non- coordinated effects might significantly 
impede effective competition by creating or strengthening the dominant position of 
a single firm, one which, typically, would have an appreciably larger market share 
than the next competitor post -merger. Moreover, also mergers that do not lead to 
the creation of or the strengthening of a single firm’s dominant position may create 
competition concerns under the substantive test set out in Ar ticle 2(2) and 
Article  2(3) of the Merger Regulation. Regarding mergers in oligopolistic markets, 
the Merger Regulation clarifies that “ under certain circumstances, concentrations 
involving the elimination of important competitive constraints that the merging parties exerted upon each other, as well as a reduction of competitive pressure on 
the remaining competitors, may, even in the absence of a likelihood of coordination 
between the members of the oligopoly, result in a significant impediment to 
effective competition ”.
35 
(37) The Horizontal Merger Guidelines list a number of factors which may influence whether or not significant horizontal non- coordinated effects are likely to result 
from a merger, such as the large market shares of the merging firms, the fact t hat 
the merging firms are close competitors, the limited possibilities for customers to switch suppliers, or the fact that the merger would eliminate an important competitive force. Not all those factors need to be present to make significant non -
coordinat ed effects likely and it is not an exhaustive list.
36 
(38) Further more , in some markets, a merger may give rise to coordinated effects where 
the structure is such that firms would consider it possible, economically rational, 
                                                 
32  Unless stated otherwise, the arguments and conclusions concerning the competitive assessment of the 
market for supply of HCM software in Poland also apply to the potential sub-category HCM software 
mid-market solutions.  
33  Civica does not currently provide HCM or FMS software in Poland. Form CO, paragraph 84.  
34  Guidelines on the assessment of horizontal mergers under the Council Regulation on the control of 
concentrations between undertakings (“Horizontal Merger Guidelines”), OJ C 31, 05.02.2004, 
paragraph 22.  
35  Merger Regulation, recital 25. Similar wording is also found in paragraph 25 of the Horizontal 
Merger Guidelines.  
36  Horizontal Merger Guidelines, paragraph 26.  
 
 
10 and hence preferable, to adopt on a s ustainable basis a course of action on the 
market aimed at selling at increased prices.37 According to the Horizontal Merger 
Guidelines, coordination is more likely where it is relatively simple to reach a 
common understanding on the terms of coordination. Moreover, three conditions need to be met for coordination to be sustainable: (i) the coordinating firms must be able to monitor to a sufficient degree whether the terms of the coordination are being adhered to; (ii) there must be some form of credible det errent mechanism that 
can be activated if deviation is detected; and (iii) the reactions of outsiders as well as customers should not be able to jeopardise the results expected from the coordination.
38 
5.3. Horizontal non -coordinated effects on the market for the supply of HCM 
software  
5.3.1. The Notifying Party’s view  
(39) The Notifying Party submits that the Transaction would not give rise to any competitive concerns in relation to the market for  the supply of HCM software in 
Poland for the following reasons.  
(40) First, the Notifying Party submits that Forterro and Partners Group (active through 
Unit4) do not compete closely in HCM software in Poland.
39 Forterro only offers a 
full-suite ERP product with multiple  functionalities, [Forterro’s commercial and 
pricing strategy] , and it is up to the customer to determine which functionalities it 
selects for implementation. In contrast, Unit4’s  main dedicated HCM offering 
TetaHR is a standalone HCM product focussing on payroll. Unit4 ’s full-suite  ERP 
product with limited HCM, FMS and other functionalities  (Teta ERP) comprises a 
smaller  part of its HCM business .40 Although there may be a limited horizontal 
overlap, according to the Notifying Party, customers do not consider a full -suite 
ERP product interchangeable with a standalone HCM product.41 
(41) Second , the Notifying Party considers that the Parties cater different customer 
groups. W hile Forte rro’s ERP software is tailor -made to serve mid -market 
manufacturing customers, Unit4’s HCM offerings TetaHR and Teta ERP are not designed to meet specific requirements from manufacturing customers. Unit4 specifically targets “ people -centric ” and “service- centric ” enterprises (e.g. , 
professional services firms, government departments, hospitality, education and the 
non-profit sector).
42 
5.3.2. The Commission’s assessment  
(42) The Commission considers that the Transaction does not raise horizontal competition concerns in the market for the supply of HCM software in Poland for 
the reasons  explained below . 
                                                 
37  Horizontal Merger Guidelines, paragraph 39.  
38  Horizontal Merger Guidelines, paragraph 41.  
39  Form CO, paragraphs 97- 98. 
40 Teta ERP generated only EUR  […] and […] in 2021 and 2020, respectively. Teta ERP comprised 
only approx. […] % of Unit 4’s total HCM revenue. The Notifying Party’s response to RFI 4.  
41  Form CO, paragraph 99.  
42 Form CO, paragraph 100.  
 
 
11 (43) First, the Parties’ combined market share  of [20-30]% in 2021  (Forterro havin g 
[10-20]% and Unit4 having [ 10-20]% market share in 2021)  remains modest . In 
addition, a number of large global suppliers will continue to compete with the 
merged entity, namely SAP ( [20-30]%), Oracle ( [5-10]%) and IBM ([ 0-5]%) as 
well as a number of smaller competitors such as Sage ( [5-10]%) and 
SmartRecruiters ( [0-5]%). The market investigation confirms the existence of 
alternative suppliers on the market for the supply of HCM software in Poland. One 
respondent explains that there is “ a number of very large players in the HCM space 
competing globally and who are likely present in Poland as well. […] There are 
many other smaller players as well, including Microsoft’s HCM solution and Sage, and a very long tail of small and niche HCM solution providers.”
43 Moreover, all 
respondents expressing an opinion consider that a sufficient number of alternative suppliers will remain a ctive on the market for the supply  of HCM so ftware in 
Poland post -Transaction.
44  
(44) In any event,  as noted in Section 5.1, the Parties’ combined market share on a 
national level is a highly conservative estimate  that overstates the Parties’ actual 
position in the supply of HCM software in Poland .  
(45) Second , the Commission considers that the Parties do not compete  closely.  Forterro 
supplies an integrated ERP product with a full range of functionalit ies [Forterro’s 
commercial strategy] .45 Partners Group ’s portfolio company Unit4’s HCM 
software offering primarily consists of a standalone  HCM software solution 
TetaHR .46 In addition, Forterro’s and Unit4’s products target different customers . 
Forterro’s full -suite ERP product is customisable for manufacturing focused sm all 
and medium -sized companies, while Unit4’s HCM offering targets “people -
centric” or “service- centric” enterprises.47 The results of the market investigation 
also indicate the lack of close competition between the Parties. None of the market 
participants list Forterro and Unit4 among each of the respective Party’s main 
competitors .48 For example, o ne respondent notes  that “Forterro’s ERP solutions 
are product focused, meaning that they help manufacturers and companies that build physical products, whereas Unit 4’s offering is service focused, meaning they help those companies that don't necessarily build products but sell knowledge through people and services. In that sense, they would appear to be complements .”
49  
(46) Finally, the Commission notes that it has n ot received any complaints from the 
respondents to the market investigation regarding the market for the supply of HCM software in Poland. Indeed, a majority of the respondents expressing an 
opinion indicate that the Transaction would either have a positive or neutral impact on their company
50, while all respondents expressing an opinion state that the 
                                                 
43  Questionnaire 1 to suppliers and consumers of ERP software and HCM software, question 11.1.  
44  Questionnaire 1 to suppliers and consumers  of ERP software and HCM software, question 14.  
45  Form CO, paragraphs 98 and 99.  
46  Notifying Party’s response to RFI 4. See footnote 40 above.  
47  Form CO, paragraph 100.  
48  Questionnaire 1 to suppliers and consumers of ERP software and HCM software, ques tion 11.  
49  Questionnaire 1 to suppliers and consumers of ERP software and HCM software, question 12.1.  
50  Questionnaire 1 to suppliers and consumers of ERP software and HCM software, question 15.  
 
 
12 impact of the Transaction on the market for the supply of HCM software in Poland 
would either be positive or neutral .51 
(47) In light of the above, the Commission c oncludes that the Transaction does not raise 
serious doubts as to its compatibility with the internal market resulting from  
horizontal, non- coordinated effects  in the market for the supply of HCM software  
in Poland. 
6. CONCLUSION  
(48) For the above reasons, the Eu ropean 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 E EA Agreement .  
For the Commission 
 
 (Signed)  
Margrethe VESTAGER  
Executive Vice -President  
                                                 
51  Questionnaire 1 to suppliers and consumers of ERP software and HCM software, question 16.