Merger control in China
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1 Merger control in China The Evolving Landscape: Legal tests, economics and international cooperation Ninette Dodoo, Co-Head China Competition Practice 2017 Hong Kong Lingnan Competition Policy Forum 15 December 2017
2 Merger control in China: the picture so far MOFCOM S merger control cases (Q1-Q3) ~ Notifications Unconditional s s Prohibited transactions Note: 4 additional conditional s since Q Source: MOFCOM data published between 2008 and
3 IT / Tech Industrial Healthcare / Lifesciences Beverages / Retail Commodities Automotive Shipping Energy Aviation Rate of intervention in China: sectors s and Prohibitions by sector (as at 30 November 2017)
4 Rate of intervention: PRC v EU v US 8.0% 7.0% 6.0% 5.0% 4.0% 3.0% 2.0% 1.0% 0.0% PRC EU US (Q1-Q3) Intervention rates are approximations as identical data sets are not available for each jurisdiction The US has not published data for 2017 yet and therefore a trend line is not shown for that year. 3
5 2017 MOFCOM interventions: a comparison Transaction China European Union Dow/DuPont United States Broadcom/ Brocade HP/Samsung Unconditional Unconditional Agrium/Potash Not notified Clearance outstanding, but assets sold Maersk Line/ Hamburg Süd Unconditional ASE/SPIL Not notified Unconditional 4
6 Substance: a comparison Analytical framework MOFCOM considers the same theories of harm (e.g. MOFCOM guidance on assessment of mergers) MOFCOM relies on similar economics analyses and econometric tools (e.g. GUPPI, price correlation analyses and merger simulation) But standards of proof of harm to competition differ which may lead to different outcomes (e.g. HP/Samsung, ASE/SPIL) Remedies Behavioural remedies tend to represent a higher proportion of conditional s than other jurisdictions Hold separate remedies are unique (e.g. ASE/SPIL, Western Digital/HGST, Seagate/Samsung, MediaTek/Mstar, Marubeni/Gavilon) Security of supply-type commitments are not common elsewhere (e.g. Agrium/PCS, Dow/DuPont, Uralkali/Silvinit) Applying theories of harm pursued in other jurisdictions (e.g. Dow/DuPont, Maersk Line/HSDG) 5
7 Procedure: a comparison Process Timing remains a challenge, but the simple case procedure for 'simple cases' has shortened the approval process significantly MOFCOM is similarly taking a tough stance towards aggressive deal structures designed to avoid or delay filing (e.g. Canon/Toshiba Medical Systems) International cooperation MOFCOM has indicated that in 2016 it cooperated in more than 10 cases High levels of alignment is increasingly seen in some global deals (e.g. Dow/DuPont, Broadcom/Brocade) Increasing use of waivers in global deals, particularly with EU and US, but also with other countries 6
8 Thank you This material is provided by the international law firm Freshfields Bruckhaus Deringer LLP (a limited liability partnership organised under the law of England and Wales) (the UK LLP) and the offices and associated entities of the UK LLP practising under the Freshfields Bruckhaus Deringer name in a number of jurisdictions, and Freshfields Bruckhaus Deringer US LLP, together referred to in the material as Freshfields. For regulatory information please refer to The UK LLP has offices or associated entities in Austria, Bahrain, Belgium, China, England, France, Germany, Hong Kong, Italy, Japan, the Netherlands, Russia, Singapore, Spain, the United Arab Emirates and Vietnam. Freshfields Bruckhaus Deringer US LLP has offices in New York City and Washington DC. This material is for general information only and is not intended to provide legal advice. Freshfields Bruckhaus Deringer LLP 2014
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