The Competition Board (“the Board“) concluded its examination of the merger concerning Luxottica Group S.p.A and Essilor International S.A. following the Board decision dated 01.10.2018 and numbered 18-36/585-286 and held that;
- The subject of the transaction falls within the scope of Article 7 of the Law No: 4054 on the Protection of Competition (“the Law “) and Communiqué No: 2010/4 Concerning the Mergers and Acquisitions Calling for the Authorization of the Competition Board (“Communiqué No: 2010/4“),
- Pursuant to Article 7 of the Law, the transaction would result in a dominant position or strengthening an existing dominance, hence extensively reducing competition within the relevant market,
- Nonetheless, in line with the framework of the commitment package submitted to the Board dated 14.09.2018 and numbered 6707, the Board may authorize the transaction conditioned upon the subtraction of the first paragraph of the ninth page of the Commitment Text, which states that “separate from the behavioral commitments mentioned in relation to tying, the Parties are free to confirm a tie-in sale of different products if requested by the opticians. Similarly”,
- Behavioral commitments shall be reevaluated by the Board at the end of three years,
- With regards to the authorization of the transaction, if the condition of the divestiture of Merve Optik Sanayi Ticaret A.Ş. isn’t fulfilled in a timely manner or is breached; the authorization will be invalid and article 16 of the Law will be triggered. In addition, an administrative monetary fine pursuant to article 17 of the Law will be imposed upon Parties, if obligations are found to have been violated.
Written by Faruk AKTAY, Eren GÜNAY & Yağmur EKER