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29 views4 pages

Set-1 Mod

Uploaded by

AVNISH PRAKASH
Copyright
© © All Rights Reserved
We take content rights seriously. If you suspect this is your content, claim it here.
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TRANSACTION SUMMARIES

S.NO DATE CASE DETAILS PROPOSED CONTROL/ OVERLAPS ITEM 1


ACQUISITION AFFIRMATIVE SCHEDULE
RIGHTS/ VETO RIGHTS

1 15 March South Elm Investments The Proposed Share holder agreement Acquirer’s Business: SEI is an investment N/A
2022 B.V. (SEI)/Micro Life Acquisition would provides SEI the right to holding company incorporated in Netherlands
Sciences Private constitute 11.646% nominate a director on the (having no presence in India). The shareholders
Limited (MLSIPL) or 13.099% of the board, right to of SEI are certain private equity funds managed
equity share capital representation in the by Warburg Pincus LLC (Warburg), a private
of the MLSIPL (on Shareholder Meetings, right equity firm headquartered in New York, USA.
C-2022/02/908 a fully diluted to veto certain corporate The portfolio companies/affiliates of such
basis) actions. private equity funds (managed by Warburg) are
Dated: 15 March 2022 active in energy, financial services, healthcare
(Para-2) (Para-2) and consumer, industrial and business services,
(Para-1) and technology sectors (Para-3)

Target’s Business: MLSIPL and its


subsidiaries are engaged in manufacture and
sale of medical devices of various types (such
as stents, heart valves, etc.), in-vitro diagnostics
analyzers and reagents and over the counter
products such as COVID self-test kits and
pregnancy kits in India. MLSIPL is also
engaged in the business-to-consumer sale of
certain specialized medical devices such as
surgical robots and ultrasonic energy devices to
hospitals and has research and development
facilities for in-vitro diagnostic, orthopedic,
endo-surgery and cardiovascular solutions.
(Para-4)

Overlaps: (Para-5)
Vertical Overlap: CCI Assessed the vertical
overlap between the business activities
MedPlus Health Services Private Limited
(MedPlus) (one of the portfolio entities of
Warburg which was engaged in the distribution
/ sale of pharmaceutical products in India) and
MLSIPL.

It was noted that MedPlus was not engaged in


the wholesale distribution of the core products
manufactured by MLSIPL i.e., cardiovascular
devices, orthopaedic devices, endo surgery
devices and in-vitro diagnostic kits.

2 10 Coral Blue Investment The Proposed GIC Acquirer will have Acquirer’s Business: GIC Acquirer, wholly N/A
January Pte. Ltd. (GIC Acquisition certain rights including right owned by GIC Blue Holdings Pte. Ltd., is part
2022 Acquirer)/Sutherland envisaged preferred to representation on the of a group managed by GIC Special
Global Holiness Inc. stock representing board Investments Private Limited and GIC
(Sutherland) ~13.75% common and various committees, Integrated Strategies Group. GIC Ventures and
stock of Sutherland information rights, and GIC Group, owned by the Singapore Minister
C-2021/11/882 by the GIC consent rights in Sutherland for Finance, are investment holding companies.
Acquirer in two (Para-4)
Dated: 10 January tranches. (Para-3)
2022 The GIC Target’s Business: Sutherland is a global IT
Acquirer may service provider offering business process
(Para-1) convert its outsourcing (BPO), business transformation,
preferred stock to cloud, and management services. Its
upto 19.5% of subsidiaries in India, including Sutherland
common stock of Global Services Private Limited, Adventity
Sutherland. Global Services Private Limited, and
Sutherland Healthcare Solutions Private
(Para-3) Limited, provide BPO services to various
sectors. Nuevora Analytics Technologies
Private Limited, a subsidiary, is awaiting
closure. (Para-5,6)

Overlaps: (Para 11, 12)


Horizontal Overlap: GIC's portfolio
companies' BPO services overlap with
Sutherland's BPO activities within the IT and
ITES segment.
However, due to High Supply Side
Substitutability, in the IT and ITES services
competition concerns are mitigated.
S.NO DATE CASE DETAILS PROPOSED CONTROL/ OVERLAPS ITEM 1
ACQUISITION AFFIRMATIVE SCHEDULE
RIGHTS/ VETO RIGHTS

3 1 TRIL Urban Transport The Proposed As part of voluntary Acquirer’s Business: N/A
October Private Limited Acquisition of modifications, The TUTPL, a subsidiary of Tata Realty and
2019 (TUTPL), Valkyrie equity stake in Acquirer's nominated Infrastructure Limited, focuses on urban
Investment Pte GAL by way of director on the Target's transport and infrastructure development,
Limited (Valkyrie) share subscription board must recuse including ropeways and metro rail transit
and Solis Capital and share purchase, themselves from systems. It operates under Tata Sons Private
(Singapore) Pte. with TUTPL discussions or votes on slot Limited, an investment holding company with
Limited (Solis) holding 19.75% allocation matters. diverse business interests. (Para-4)
(Acquirers)/GMR stake, Valkyrie The Target is required to
Airports Limited holding 14.81% prevent the disclosure of Valkyrie, incorporated in Singapore, is a
(GAL/Target) stake and Solis sensitive slot allocation special purpose vehicle registered with SEBI as
holding 9.88%. information to the a foreign venture capital investor. It's managed
C-2019/07/676 Acquirer's nominee by GIC Special Investments Private Limited
director. and owned by GIC (Ventures) Private Limited,
Dated: 1 October 2019 Each acquirer may forming part of the GIC Group, overseen by the
further increase Minister for Finance of Singapore. (Para-5)
(Para-1) their equity stake in
GAL, such that Solis, a foreign venture capital investor
aggregate registered with SEBI, is advised by SSG
shareholding of Capital Management (Singapore) Pte. Ltd.,
TUTPL would be licensed by the Monetary Authority of
24.5%, Valkyrie Singapore. (Para-6)
would hold 18.4%
and Solis’ Target’s Business:
shareholding would GAL, a subsidiary of GMR Infrastructure
be 12.3% of the Limited (GIL), is an investment holding
equity share capital company registered as a core investment
of GAL. company with the RBI. It operates and
manages airports globally, including Delhi and
Hyderabad airports in India. (Para-7)
(Para-3)
Overlaps:
Horizontal Overlaps: The Commission found
no horizontal overlaps between the Acquirers
Group and the GMR Group. (Para-9)

Vertical Overlaps: Tata Sons Group provides


airline services through Vistara and AirAsia,
among others, while GAL operates airports and
associated businesses. Though there's a
potential conflict of interest due to vertical
integration, the Commission noted no existing
vertical overlaps between Valkyrie/GIC Group,
Solis/SSG Group, and the GMR Group. (Para
10-14)

Relevant Market:
Upstream Market: “Market for provision of
access to airport facilities/premises at each of
the target airport”

Downstream Market: “Market for provision


of air transport activities and other specific
services at each of the target airports”
S.NO DATE CASE DETAILS PROPOSED CONTROL/ OVERLAPS ITEM 1
ACQUISITION AFFIRMATIVE SCHEDULE
RIGHTS/ VETO RIGHTS

4 23 March BXG Xenon HoldCo Acquisition of Acquirer will have the right Acquirer’s Business: The Acquirer, managed N/A
2022 Ltd (Acquirer)/ 13.61% of the to representation on the by affiliates of Blackstone Inc., operates as an
BusyBees Logistics equity shareholding board investment management firm, not engaged in
Solutions Private of the Target on a any specific product or service provision
Limited (Target) fully diluted basis (Para- 3) globally. (Para- 4)
by the Acquirer.
C-2022/02/906 Target’ Business: The Target, operating under
(Para- 3) the brand name 'Xpressbees,' offers logistics
Dated: 23 March 2022 and delivery solutions in India. It provides a
range of services including express parcel
(Para- 1) shipping, freight services, cross-border
logistics, online logistics aggregation, and B2B
marketplace services. Xpressbees manages
fulfilment centers, offers warehouse
management solutions, and provides storage,
picking, and packing services for third-party
customers. (Para- 5,6,7)

Overlap:
Horizontal Overlap: The Acquirer and the
Target do not directly compete in India's
commercial warehousing services, but potential
overlap exists due to the Target's commercial
warehousing services. (Para-9)

Potential Vertical Overlap: This arises


between the Target's logistics services and the
Acquirer's Relevant Portfolio Entities'
commercial warehousing services. (Para-14)
S.NO DATE CASE DETAILS PROPOSED CONTROL/ OVERLAPS ITEM 1
ACQUISITION AFFIRMATIVE SCHEDULE
RIGHTS/ VETO RIGHTS

5 1 Alstom S.A. (Alstom), The Proposed CDPQ acquires the right to Acquirer’s Business: N/A
Septembe Bombardier Inc. Acquisition of: appoint 2 directors and 1 Alstom: Alstom, headquartered in France,
r 2020 (Bombardier) and 1. sole control observer on Alstom’s board. operates globally in the rail transport industry,
Caisse de Dépôt et over offering systems, equipment, and services. In
Placement du Québec Bombardier by (Para-3) India, it focuses on mobility solutions including
(CDPQ)/Bombardier Alstom; signaling, rail electrification, track works,
Transportation rolling stock, and maintenance through
(Investment) UK 2. 18% of the subsidiaries like AMIPL and ATIL. (Para-4)
Limited (Bombardier share capital of
Transportation) Alstom by CDPQ: CDPQ, a long-term institutional
CDPQ (which investor based in Canada, manages funds for
C-2020/07/759 is currently the pension and insurance plans. In India, it
second largest operates through CDPQ India Private Limited,
Dated: 1 September shareholder of offering advisory services. It has investments in
2020 Bombardier railway sector companies like Delachaux and
Transportation) Keolis. (Para-6)
(Para-1) ; and
Target’s Business:
3. Approximately Bombardier: A Canadian multinational,
3% Bombardier operates in aviation and
shareholding in transportation. Its transportation division,
Alstom by Bombardier Transportation, provides rail
Bombardier. solutions globally, including urban and
mainline rolling stock, e-mobility technology,
(Para-3) signaling, and maintenance services. In India, it
sells rail vehicles, propulsion, control
equipment, and signaling solutions, with
manufacturing facilities in Hyderabad,
Gurgaon, Savli, and Vadodara. (Para-7)

Overlaps:
Horizontal Overlaps: The overlap between
Bombardier Transportation and Alstom exists
in the urban signalling segment, within the
Indian railway transportation sector. (Para 17)

Further, there is an overlap in the sub-segment


of metro rolling stock.

Vertical Overlaps: There are no vertical


relationships between Alstom, CDPQ, and
Bombardier Transportation in India, and any
indirect vertical relationships through CDPQ
portfolio companies are not significant. (Para
27)

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