European Commission has approved the proposed acquisition of Nets' account-to-account payment business by Mastercard, subject to conditions. The decision is conditional on the transfer of a license for Nets' “Realtime 24/7” technology for account-to-account core infrastructure services as well as of the relevant personnel and other assets.
The Commission found that the transaction would have raised competition concerns in the European Economic Area (EEA) for A2A CIS in relation to managed solutions. In this market, both companies have strong positions and the transaction would have led to the strengthening of the leading player which is Mastercard. The Commission also found that the parties closely compete with each other, having been shortlisted by customers in a higher number of EEA tenders compared to other players. Finally, the Commission's investigation revealed that the parties face a limited number of credible competitors in the provision of A2A CIS managed services, whereas the market for the provision of A2A CIS software-only solutions is generally more competitive. The Commission was therefore concerned that the proposed acquisition would harm competition and lead to higher prices and less choice in the market for the provision of A2A CIS as managed services.
To address the Commission's concerns, Mastercard and Nets offered to transfer to a suitable purchaser a global license to distribute, supply, sell, develop, modify, upgrade or otherwise use Nets' Realtime 24/7 technology, with which the target business currently competes in A2A CIS tenders. In particular, the purchaser will have access to the licensed technology on an exclusive basis in the EEA and, on a non-exclusive basis, outside of the EEA. The transfer also includes all necessary personnel and services, such as consultancy services and transitional support services, including access to all necessary components and capabilities to provide managed services based on Nets' Realtime 24/7 technology.
As a result, the proposed commitments fully address the Commission's competition concerns and therefore, the Commission concluded that the proposed transaction, as modified by the commitments, no longer raises competition concerns in the EEA and approved the proposed acquisition subject to conditions.
(European Commission - 17 August 2020)
NAZALI TAX & LEGAL