Decision Nº M/05/069 from Competition and Consumer Protection Commission, 2005-11-24

Decision NumberM/05/069
PartiesEasynet,Sky Broadband
StatusPreliminary investigation (Phase 1)
1
Determination of the Competition Authority, dated 24 November
2005, under Section 21 of the Competition Act, 2002 in respect of
Merger Notification Case No. M/05/069 - Proposed acquisition by
Sky Broadband Services Limited of Easynet Group plc.
Introduction
1. On 28th October 2005, the Competition Authority, in accordance with
Section 18 (1) of the Competition Act, 2002 (“the Act”), was notified
on a mandatory basis of a proposal whereby British Sky Broadcasting
Group (“BSkyB”), through Sky Broadband Services Limited (“Sky
Broadband”), would acquire the entire issued and to be issued share
capital of Easynet Group plc (“Easynet”). It is proposed that after
completion of the merger, Easynet will become a wholly-owned
subsidiary of Sky Broadband.
2. The Authority advised the Parties and the Minister that it considered
the transaction to be a “media merger”, within the meaning of Section
23 of the Act.
The Parties
3. Sky Broadband, the acquirer, was incorporated on 6 October 2005 for
the sole purpose of acquiring Easynet and has no business dealings
other than in connection with the acquisition of Easynet. It is a wholly-
owned subsidiary of BSkyB.
4. BSkyB is a broadcaster and retailer of television channels in the
United Kingdom and Ireland with its headquarters in the United
Kingdom.
5. Its main activities in the United Kingdom and in the State are:
The creation of television channels and their content;
The wholesale and retail distribution of television channels via
Direct to Home (“DTH”) and Digital Subscriber Line (“DSL”);
The retail distribution of three of its wholly-owned channels (Sky
News, Sky sports News and Sky Three) which are broadcast via
Digital terrestrial television (“DTT”) in the United Kingdom;
The provision of conditional access, access control, electronic
programme guide and customer management services to
broadcasters and interactive service providers on the DTH
platform;
The sale of advertising time and sponsorship on BSkyB’s wholly-
owned channels and on behalf of certain joint venture channels
and other channels owned by third parties;
The operation of interactive services on the DTH platform; and
The provision of fixed-odds betting services.

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