CELEX: 32022M10689
Language: en
Date: 2022-04-25 00:00:00
Title: Commission Decision of 25/04/2022 declaring a concentration to be compatible with the common market (Case No COMP/M.10689 - OCP GROUP / KOCH INDUSTRIES / JORF FERTILIZER COMPANY) according to Council Regulation (EC) No 139/2004 (Only the English text is authentic)

EUROPEAN COMMISSION
                                                                Brussels, 25.4.2022
                                                                C(2022) 2787 final
                                                                                 PUBLIC VERSION
                                                                OCP S.A.
                                                                2-4 Rue Al Abtal,
                                                                Hay Erraha 20200, Casablanca,
                                                                Morocco
                                                                KAES Phosphate Holdings, LLC
                                                                4111 E 37th St N Wichita,
                                                                KS 67220
                                                                U.S.A.
Subject:        Case M.10689 – OCP GROUP / KOCH INDUSTRIES / JORF
                FERTILIZER COMPANY
                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 24 March 2022, the European Commission received notification of a proposed
        concentration pursuant to Article 4 of the Merger Regulation by which OCP S.A.
        (‘OCP’, Morocco) and KAES Phosphate Holdings, LLC (‘KAES’, USA) intend to
        acquire within the meaning of Articles 3(1)(b) and 3(4) of the Merger Regulation joint
        control over the whole of Jorf Fertilizer Company III, S.A. (‘JFC III’, Morocco),
        currently a wholly-owned subsidiary of OCP, by way of purchase of shares.3
2.      The business activities of the undertakings concerned are the following:
        −     OCP and its subsidiaries are global producers, suppliers and distributors of
              phosphate fertilisers (including DAP, MAP, TSP, NP, NPK and NPS). OCP is
              also active in the extraction and sale of phosphate rock, and its conversion into
              phosphoric acid, which it both sells and processes to produce phosphate
              fertilisers,
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 145, 1.4.2022, p. 15.
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---    −   KAES is indirectly owned by Koch Ag & Energy Solutions, LLC (‘KAES
       Parent’, USA), and ultimately controlled by Koch Industries, Inc. (‘KII’, USA),
       which controls a diverse portfolio of companies involved in refining and
       chemicals, process and pollution control equipment and technologies, minerals,
       fertilisers, commodity trading and services, polymers and fibers, glass, forest and
       consumer products, electronic connectors, printing and packing, enterprise
       software and investments. KII is active in the fertiliser and sulphur sectors
       through KAES Parent,
   −   JFC III is an OCP subsidiary, operating a production unit at the Jorf Lasfar
       production plant, where it produces phosphoric acid and phosphate fertilisers -
       DAP, MAP, NPK, NPS and NP.
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(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 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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