MERGERS: AMO SR approved the intention of merger of undertakings JUDr. Ján Sabol, Ing. Robert Spišák, PhD. and Ing. Štefan Tóth
AMO SR approveved the acquisition of control of undertaking JUDr. Ján Sabol over undertaking International Biofuel Investment PTE. LTD. and the control of undertakings Ing. Robert Spišák, PhD. and Ing. Štefan Tóth over undertaking International Renewable Investment PTE. LTD.
- Indirect exclusive control of undertaking JUDr. Ján Sabol (hereafter „JUDr. Sabol“) over undertaking International Biofuel Investment PTE. LTD., Singapur (hereafter „IBI“) and
- Indirect joint control of undertakings Ing. Robert Spišák, PhD. (hereafter „Ing. Spišák) and Ing. Štefan Tóth (hereafter „Ing. Tóth“) over undertaking International Renewable Investment PTE. LTD., Singapore (hereafter „IRI“)
The object of activities of acquired companies IBI and IRIs is only the holding of shares and the change of control over them is a means of changing the control over the companies they control. These are DOPET ALLIANCE, SOLAR and EG Reality, which are controlled jointly, and RT LOGISTIC, which is controlled exclusively by IRI (together with their subsidiaries, hereafter “Target group”).
The acquirer of control JUDr. Sabol (jointly) controls Target group already before the merger, namely through company IRI, which it controls exclusively before the merger. Based on the merger, only the company, through which JUDr. Sabol will exercise control over the Target group will be changed - from IRI to IBI. Therefore, the Office focused on assessing the effects of change that will occur as a result of the merger, namely the new acquisition of joint control of Ing. Spišák and Ing. Tóth over IRI, and thus their joint control (together with JUDr. Sabol) over Target group.
The Office found out that among the activities of Ing. Tóth and IRI/Target group there are no horizontal nor non-horizontal interlinks.
Reagrding Ing. Spišák, the overlaps, resp. connections with the activities of IRI/Target group could be considered only in relation to the activities of Ing. Spišák in the field of freight forwarding, freight transport and wagon rental [through company Railtrans International, a.s., Bratislava (hereafter “RTI”)] and the activities of Target group in the field of freight forwarding and freight transport (via RT LOGISTIC).
According to information provided, any potential link between the activities of Ing. Spišák and IRI/Target group already exists already before the merger, as Ing. Spišák performs all activities related to the activities of IRI/Target group through RTI, which it jointly controls (before the merger) with JUDr. Sabol, who performs control in RTI and RT LOGISTIC (Target group) already before the merger.
Therefore, the implementation of merger will not lead to a new connection between the activities of Ing. Spišák (RTI) and IRI/Target group (RT LOGISTIC). It will lead only to the strengthening of existing interconnection, whereas the Office did not find out that this would have a relevant effect on their competitive performance compared to the pre-merger situation.
With regard to the above stated, the Office came to the conclusion that the merger assessed is in accordance with the Article 11 Paragraph 1 of the Act on Protection of Competition, as it will not significantly impede effective competition in relevant market, in particular as a result of creation or strengthening of a dominant position.
The decision entered into force on 24 November 2021.