CELEX: 32014M7148
Language: en
Date: 2014-02-03 00:00:00
Title: Commission Decision of 03/02/2014 declaring a concentration to be compatible with the common market (Case No COMP/M.7148 - BOREALIS EUROPAN HOLDINGS / FIRST STATE INVESTMENTS / FORTUM DISTRIBUTION FINLAND) according to Council Regulation (EC) No 139/2004 (Only the English text is authentic)

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                                        Brussels, 3.2.2014
                                        C(2014) 695 final

                                        To the notifying party

Dear Madam(s) and/or Sir(s),

Subject:    Case No COMP/M.7148 - BOREALIS EUROPEAN HOLDINGS/ FIRST STATE INVESTMENTS/ FORTUM DISTRIBUTION FINLAND
         Commission decision pursuant to Article 6(1)(b) of Council Regulation (EC) No 139/2004[1]

 1. On 03.01.2014, the European Commission received notification of a proposed concentration pursuant to Article 4 of the  Merger  Regulation  by
    which the undertakings Borealis European Holdings B.V. ("Borealis", […]*) ultimately controlled  by  OMERS  Administration  Corporation,  and
    First State Investments International Limited ("First State" of the United  Kingdom)  ultimately  controlled  by  the  Commonwealth  Bank  of
    Australia acquire within the meaning of Article 3(1)(b) of the Merger Regulation joint control of the electricity distribution assets of  the
    Fortum Oyj group (Fortum Sähkönsiirto Oy ("FSS"), Fortum Espoo Distribution Oy ("FED") and Fortum Meter Lease SNC ("FML"), together  referred
    to as "Fortum Distribution Finland" of Finland) by way of purchase of shares[2].

 2. The business activities of the undertakings concerned are:

      -     Borealis is the exclusive infrastructure manager for OMERS Administration Corporation  and  is  one  of  the  largest  infrastructure
           investors in the world and a world leader in developing infrastructure investing as an asset class for institutional investors.

      -     First State is a global asset management business which manages investments on behalf of amongst others institutional  investors  and
           pension funds.

      -     Fortum Distribution Finland is Finland's leading electricity distributor. Its distribution networks are located in Northern,  Western
           and Southern Finland as well as in the city of Joensuu. It is also active in electricity meter leasing in Finland.

 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(b) of the Commission Notice on a simplified procedure for treatment of  certain  concentrations  under  Council
    Regulation (EC) No 139/2004[3].

 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.

                                        For the Commission
                                        (Signed)
                                        Alexander ITALIANER
                                        Director General

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[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.
*     Should read "the Netherlands".
[2]   Publication in the Official Journal of the European Union No C 006, 10.01.2014, p.12.

[3]   OJ C 366, 14.12.2013, p. 5.

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                                                                  PUBLIC VERSION

                                                           SIMPLIFIED MERGER PROCEDURE