CELEX: 31994M0529
Language: en
Date: 1994-12-07 00:00:00
Title: COMMISSION DECISION of 07/12/1994 declaring a concentration to be compatible with the common market (Case No IV/M.529 - GEC / VSEL) according to Council Regulation (EEC) No 4064/89 (Only the English text is authentic)

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31994M0529

COMMISSION DECISION of 07/12/1994 declaring a concentration to be compatible with the common market (Case No IV/M.529 - GEC / VSEL) according to Council Regulation (EEC) No 4064/89 (Only the English text is authentic)  

Official Journal C 368 , 23/12/1994 P. 0020

 COMMISSION  DECISION of 07/12/1994 declaring a concentration to be compatible with the common market (Case No IV/M.529  - GEC / VSEL) according to Council Regulation (EEC) No 4064/89  (Only the English text is authentic).  The  paper version of the decision is available through  the sales offices of the Office of Official Publications of  the European Communities PUBLIC VERSION MERGER PROCEDURE ARTICLE 6(1)(b) DECISION TO THE NOTIFYING PARTY Dear Sirs, Subject:<ind> Case N  IV/M.529  GEC/VSEL <ind> <ind> Notification of 8.11.1994 pursuant to Article  4 of Council Regulation N  4064/89 1.<ind>  On  8.11.1994,  The General Electric  Company,  plc (GEC)  notified  to the Commission a public  offer  for  the entire  issued  ordinary share capital of VSEL  plc  (VSEL). The  notification relates only to the nonmilitary activities of VSEL;  the United Kingdom, relying upon Article 223(1)(b) of  the  EC  Treaty, has instructed GEC not  to  notify  the acquisition of the military activities of VSEL. 2.<ind>   After   examination  of  the   notification,   the Commission  has  concluded that the  operation  as  notified falls  within the scope of application of Council Regulation No.  4064/89  and does not raise serious doubts  as  to  its compatibility   with  the  common  market   and   with   the functioning of the EEA Agreement. I.<tab> THE PARTIES 3.<ind>   GEC  has  activities  in  the  following   fields: electronic  systems,  power systems, telecommunications  and information    technology,   consumer   goods,    electronic metrology, office equipment and printing, medical equipment, electronic components and industrial apparatus. 4.<ind>   VSEL  is  principally  engaged  in   the   design, development  and production of submarines, surface  warships and  armaments.   It also has very limited activities  which relate  to  the  oil  and  gas industry  and  general  metal fabrication. II.<tab> THE OPERATION 5.<ind>  GEC  has  launched a public offer  for  the  entire issued ordinary share capital of VSEL. III.<tab> CONCENTRATION 6.<ind> If the public offer succeeds, GEC will acquire  sole control of VSEL.  The operation is therefore a concentration within the meaning of Article 3(1)(b) of the Regulation. IV.<tab> COMMUNITY DIMENSION 7.<ind> The combined aggregate worldwide turnover of GEC and VSEL is more than ECU 5000 million (GEC:  ECU 12635 million; VSEL:   ECU  606  million).  Each of GEC  and  VSEL  has  an aggregate  Communitywide  turnover  of  more  than  ECU  250 million  (GEC:   ECU 7283 million;  VSEL: 596 million).  The parties  do  not both achieve more than twothirds  of  their aggregate  Communitywide turnover within one  and  the  same Member State. 8.<ind>   The   concentration  therefore  has  a   Community dimension. V.<tab> APPLICATION OF ARTICLE 223(1)(b) EC 9.<ind>  As already stated in paragraph 1 of this  decision, the  notification received relates only to  the  nonmilitary activities  of  VSEL  as  the United Kingdom,  relying  upon Article  223(1)(b) EC, has instructed GEC not to notify  the acquisition of the military activities of VSEL. 10.<ind> The Commission has considered the applicability  of Article  223(1)(b) EC in the  present case.  In this context it  has  noted, on the basis of the information provided  by the United Kingdom, that: <ind> <ind> the part of the concentration which has not been notified only relates to the production of or trade in arms, munitions and war material which are mentioned in  the  list referred to in Article 223(2) EC; <ind>  <ind>  the measures taken by the United  Kingdom  are necessary  for the protection of the essential interests  of its security; <tab>  <ind>  there are no spillover effects  from  military activities on nonmilitary activities of GEC; <ind>  <ind> the merger will have no significant  impact  on suppliers  and subcontractors of the undertakings  concerned and  on  Ministries  of Defence of other  Member  States  as neither  GEC  nor  VSEL  has made any significant  sales  of relevant  products  in  other Member  States.   Furthermore, there are no intermediate consumers in the sector involved. 11.<ind>  Therefore, the Commission is  satisfied  with  the measures  taken by the United Kingdom and sees  no  need  to invoke  Article 225(1).  The present decision is  restricted to the nonmilitary activities of VSEL. VI.<ind> COMPATIBILITY WITH THE COMMON MARKET 12.<ind>   VSEL   supplies   a  very   limited   amount   of nonmilitaryproducts which account for 2.5% of  its  turnover (i.e.  about  ECU 15 million).  They comprise equipment  for the  oil  and  gas  industry and general metal  fabrication. There  is  no  horizontal overlap or  vertical  relationship between   the   nonmilitary  business  of  VSEL   and   GEC. Therefore,   the  merger  does  not  raise  any  competition concern. VII.<ind> CONCLUSION 13.<ind>   For   the   foregoing   reasons,   the   proposed concentration  does  not  raise serious  doubts  as  to  its compatibility   with  the  common  market   and   with   the functioning of the EEA Agreement. <ind> For the above reasons, the Commission has decided  not to   oppose  the  notified  operation  and  to  declare   it compatible  with the common market and with the  functioning of   the  EEA  agreement.   This  decision  is  adopted   in application  of  Article  6(1)b  of  Council  Regulation  No 4064/89 and article 57 of the EEA Agreement. For the Commission