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 -MERG ER-REGISTRY@ec.europa.eu . 
  EUROPEAN COMMISSION  
Brussels,  11.10.2019  
C(2019 ) 7416  final  
PUBLIC VERSION  
To the notifying parties  
Subject : Case M.9453  – PHILLIPS  66 / FORTRESS INVESTMENT GROUP / 
UNITED PACIFIC  
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 19 September  2019 , the European Commission received notification of a proposed 
concentration pursuant to Article 4 of the Merger  Regulation by which the 
undertakings Phillips 66 (USA)  and Fortress Investment Group LLC (“Fortress”, 
USA), controlled by SoftBank Group Corp. (“Softbank”, Jap an), acquire within the 
meaning of Article 3(1)(b) and Article 3(4) of the Merger Regulation joint control 
over the whole of the undertaking CF United LLC (“United Pacific”, USA), controlled 
by Fortress , by way of purchase of shares .3 
2. The business activiti es of the undertakings concerned are:  
 For Phillips 66: multinational energy company with a portfolio of integrated 
midstream, chemicals, refining and marketing businesses. Phillips 66 processes, 
transports, stores and markets fuels and products globally,  
 For Fortress: alternative investment and asset management firm. Fortress manages 
capital for a diverse group of investors including pension funds, endowments and 
foundations, financial institutions, funds of funds and high net worth individuals,  
 For United  Pacific: independent owner and operator of fuel stations and 
convenience stores in the West Coast of the U.S., selling motor fuel and daily 
consumer goods.  
                                                 
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 ’). 
3  Publication in the Official Journal of the European Union No C 323, 27.9.2019 , p. 102. 

2 3. After examination of the notification, the European Commission has concluded that 
the notified oper ation falls within the scope of the Merger  Regulation  and of 
paragraph 5(a) of the Commission Notice on a simplified procedure for treatment of 
certain concentrations under Council Regulation (EC) No 139/2004 .4 
4. For the reasons set out in the Notice on a si mplified 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  Regulati on and Article 57 of 
the EEA Agreement . 
For the Commission  
 
 
(Signed)  
Cecilio MADERO VILLAREJO  
Acting Director -General  
                                                 
4  OJ C 366, 14.12.2013, p. 5 .