Decision Nº M/04/005 from Competition and Consumer Protection Commission, 2004-02-20

• Jurisdiction: Ireland
• Parties: Press Holdings International,Hollinger
• Date: 20 February 2004
• Decision Date: 20 February 2004
• Status: Preliminary investigation (Phase 1)
• Court: Competition and Consumer Protection Commission (Ireland)
• Decision Number: M/04/005

Determination of the Competition Authority

Determination No. M/04/005 of the Competition Authority, dated 20th February,

under Section 21 of the Competition Act, 2002

Notification No. M/04/005 – Press Holdings International Limited proposed

acquisition of Hollinger Inc.

Introduction

1. On 23rd January the Competition Authority, in accordance with Section 18 (1) of

the Competition Act, 2002 (“the Act”) was jointly notified, on a mandatory basis,

of a proposal whereby Press Holdings International Limited (“PHI”), a newly

incorporated company, via a new subsidiary company Press Acquisition (“PA”),

would acquire sole control of Hollinger Inc. (“HInc.”) by acquiring all the issued

shares of HInc. The Authority, in accordance with s 23(1)(b) of the Act, notified

the parties that it considers the transaction to be a media merger.

The Parties1

2. PHI is a newly incorporated Jersey company, which recently incorporated a

Canadian subsidiary, PA, for the purpose of making this acquisition. Sir David

Barclay and Sir Fredrick Barclay are the ultimate controllers of PHI. Sir David

Barclay and Sir Fredrick Barclay also control, inter alia, the following business

interests:

a) The parent holding company of The Scotsman Publications Limited

(“SPL”), a Scottish newspaper whose main titles are The Scotsman,

Scotland on Sunday and The Edinburgh Evening News. The parties

submitted that SPL does not have offices on the island of Ireland. It has

four subscribers in the State to whom copies of Scotland on Sunday are

sent direct from Scotland by post, and three subscribers receive The

Scotsman during the week. The parties submitted that revenue arising out

of these subscriptions is minimal due to the few number of subscribers.

SPL’s advertising revenue for 2003 from the State was Sterling £[]

from Irish agencies and clients, and Sterling £[] via advertising

agencies based in Edinburgh on behalf of Irish clients primarily in the

tourism and travel sector.

The Edinburgh Evening News and its other titles have no circulation in the

State; and

b) The Business Publishing Limited (“BPL”) publishes The Business, a

Sunday weekly financial newspaper. The parties submitted that BPL does

not have offices on the island of Ireland. Prior to 2004, it did not actively

distribute its title in Ireland. However, in January 2004, it reached an

agreement for a number of copies of its title to be distributed for free with

Ireland on Sunday. Associated Newspapers Limited, a UK company, also

1 Information describing the parties is obtained from the notification.

1