CELEX: 32022M10625
Language: en
Date: 2022-03-09 00:00:00
Title: Commission Decision of 09/03/2022 declaring a concentration to be compatible with the common market (Case No COMP/M.10625 - CARLYLE GROUP / MACQUARIE GROUP / HYCC) according to Council Regulation (EC) No 139/2004 (Only the English text is authentic)

EUROPEAN COMMISSION
                                                                Brussels, 9.3.2022
                                                                C(2022) 1544 final
                                                                                 PUBLIC VERSION
                                                                Nobian Industrial Chemicals B.V.
                                                                Van Asch van Wijckstraat 53
                                                                3811 LP Amersfoort
                                                                Netherlands
                                                                Norgh Holding Company Group
                                                                Limited
                                                                28 Ropemaker Street, Ropemaker
                                                                Place
                                                                EC2Y 9HD London
                                                                United Kingdom
Subject:        Case M.10625 - CARLYLE GROUP/MACQUARIE GROUP/HYCC
                Commission decision pursuant to Article 6(1)(b) of Council Regulation
                                        1
                (EC) No 139/2004 and Article 57 of the Agreement on the European
                                    2
                Economic Area
Dear Sir or Madam,
1.      On 15 February 2022, the European Commission received notification of a proposed
        concentration pursuant to Article 4 of the Merger Regulation by which Nobian
        Industrial Chemicals B.V. (‘Nobian’, Netherlands), controlled by Carlyle Group
        (‘Carlyle’, USA), and Norgh Holding Company Limited (‘Norgh’, UK), in turn
        controlled by Green Investment Group Limited (‘GIG’, UK), in turn controlled by
        Macquarie Group Limited (‘Macquarie’, Australia), intend to acquire within the
        meaning of Article 3(1)(b) and 3(4) of the Merger Regulation joint control of a newly
        created company constituting a joint venture, namely HyCC Holding B.V. (‘JV’,
        Netherlands). The concentration is accomplished by way of purchase of shares.3
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 85, 22.02.2022. p. 6.
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.
 ---pagebreak--- 2. The business activities of the undertakings concerned are:
   −   Nobian produces essential base chemicals for industries ranging from
       construction and cleaning to pharmaceuticals and water treatment. Its parent
       Carlyle is an American multinational private equity, alternative asset management
       and financial services corporation,
   −   GIG, the parent of Norgh, is a specialist developer, sponsor and investor with a
       mission to accelerate the green transition, headquartered in Edinburgh, Scotland.
       GIG is controlled by Macquarie, a multinational independent investment bank
       and financial services company, headquartered and listed in Australia,
   −   JV will be active in the production of green hydrogen.
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(c) 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 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 Agreement.
                                                   For the Commission
                                                   (Signed)
                                                   Olivier GUERSENT
                                                   Director-General
4  OJ C 366, 14.12.2013, p. 5.
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