Decision Nº M/08/023 from Competition and Consumer Protection Commission, 2008-08-15

Decision NumberM/08/023
PartiesTMF Group Holdco BV Netherlands,Middenberm Part Co. B.V.,Doughty Hanson & Co Limited
StatusNone
DETERMINATION OF MERGER NOTIFICATION M/08/023 –
DHC/MIDDENBERM/TMF
Section 21 of the Competition Act 2002
Proposed acquisition by Doughty Hanson & Co. Limited and
Middenberm Part Co. B.V. of joint control of TMF Gro up HoldCo B.V.
Dated 15/08/2008
Introduction
1. On 31 July 2008, the Competition Authority (“the Authority”) was
notified on a mandatory basis of the proposed acquisition by Doughty
Hanson & Co. Limited (“DHC”) and Middenberm Part Co. B.V.
(“Middenberm”) of joint contr ol of TMF Group HoldCo B.V. (“TMF Group
HoldCo”) including all the group companies d irectly and indirectly
controlled by it (“TMF Group”).
2. The Authority advised the parties and the Minister for Enterprise, Trade
and Employment that it considered the transaction to be a “media
merger” within the meaning of section 23 of the Act.
The Undertakings Involved
The Acquirers
3. DHC is a private equity fund manager that directly or through its
subsidiaries organises and administers a number of private equity
investment funds on behal f of instituti onal and private investors. Each
fund i s structured as a series of l imited partnerships registered under
English law, whi ch are committed to invest alongside each other. For
the year ended 31 December 2007, DHC’s worldwide turnover was
€[…].
4. Various DHC portfolio companies generated turnover in the Sta te for
the year ended 31 December 2007, including 20:20 Mobile Group
Limited, which is engaged in the distribution and repair of mobile
handsets and mobil e accessories as well as recruitment of
professionals, and TV3 Television Network Limited, which operates a
terrestrial free-to-air national commercial television channel in the
State. In add ition, DHC has a jointly controlling stake in Setanta Sport
Holdings Limited, which is primarily concerned with operating various
sports channels in the State and elsewhere. For the year ended 31
December 2007, DHC’s turnover in the State was €[…].
5. Middenberm is a special purpose vehicle allowing individuals who are
managers, other employees, consultants and advisors of TMF Gr oup to
make purely financi al investments in TMF Gro up. Middenberm has an
existing jointly controlling interest in TMF Group, but does not control
any other entity or bu siness that generates turnover from the sale of
goods or services.

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