Decision Nº M/10/016 from Competition and Consumer Protection Commission, 2010-06-04

• Jurisdiction: Ireland
• Parties: Royal Bank of Scotland Group PLC,Priory Investments Holdings Limited
• Date: 04 June 2010
• Decision Number: M/10/016
• Status: Cleared (Phase 1)
• Court: Competition and Consumer Protection Commission (Ireland)
• Decision Date: 04 June 2010

Merger Notification No. M/10/016 – RBS Group Plc/Priory Investments

DETERMINATION OF MERGER NOTIFICATION M/10/016 -

RBS Group Plc/Priory Investments

Section 21 of the Competition Act 2002

Proposed acquisition by RBS Group Plc of Priory Investments Hol dings

Limited and its subsidiaries.

Dated 04 June 2010

Introduction

1. On 21 May 2010, in accordance with section 18 of the Competit ion Act

2002 (the “Act”), the Competition Authority (the “Autho rity”) received

a notification of a p roposed transaction whereby The Royal Bank of

Scotland Group Plc (“RBS”) would acquire sole control of Priory

Investments Holdings Limited (“PIHL”) and its subsidiaries. Currently,

PIHL is jointly controlled by Global Health Partner Limited (“GHP”)

1

,

Coburg Business Corp (“Coburg”)

2

and RBS

3

.

The Undertakings Involved

The Acquirer

2. RBS is the holding company of a global banking and financial services

group, listed on the London Stock Exchange and headquartered in

Edinburgh, Scotla nd, United Kingdom (“U.K.”). RBS operates through

two principal s ubsidiaries, the Royal Bank of Scotland a nd NatWest.

RBS’s business divisions include: global & bank ing markets, U.K. reta il,

U.K. corporate, RBS retail & commercial banking, Europe & Middle

East, RBS insurance, citizens financial gro up and business services.

3. RBS operates in the State through its wh olly owned subsidiary, Ulster

Bank Group. Ulster Bank Group has 146 b ranches in the State, which

provide retail banking services

4

and foreign exchange s ervices. For the

year ending 31 December 2009 , RBS generated a turnover in the State

of approximately €[…].

1

GHP is a healthcare company headquarte red in Stockholm, Sweden. GHP

operates a number of healthcare clinics in Eur ope specialising in spine

surgery, specialist dentistry, bariatrics (obesity treatment and surgery) and

orthopaedics.

2

Coburg is a non-trading company incorporated in the British Virgin Islands

whose sole investments are shares and loan notes issued by PIHL and Priory

New Investments Ltd.

3

GHP and Coburg, due to common interests , exercise their control of PIHL

together.

4

Retail Banking services include the provision of loans, mortgages and

savings schemes to the general public. Ulste r Bank Group also operates a

corporate markets division which provides serv ices to business customers,

corporate and institutional markets.