The European Commission has opened a formal investigation to determine whether, during the merger investigation of the acquisition by KKR & Co. Inc. (‘KKR‘) of NetCo, KKR provided incorrect or misleading information to the Commission.
KKR is a global investment firm that offers alternative asset management as well as capital markets and insurance solutions. NetCo comprises the primary and backbone fixed-line network business of Telecom Italia S.p.A. (‘TIM’), i.e. broadband infrastructure connecting the central office to the street cabinet, as well as FiberCop S.p.A (‘FiberCop’). FiberCop was a joint venture between TIM and KKR that included TIM’s secondary fixed-line network, i.e. the broadband infrastructure connecting street cabinets and end users’ premises.
On 30 May 2024, the Commission unconditionally cleared KKR’s acquisition of NetCo, by concluding that the transaction would not raise competition concerns in the European Economic Area (‘EEA’). In particular, the Commission investigated the impact of the transaction on the market for wholesale broadband access services in Italy and concluded that the merged entity would not be able to deteriorate the conditions for access to passive services, or terminate such access, thanks to long-term agreements that FiberCop entered into with several access seekers, including Fastweb and Iliad.
Under the investigation opened today, the Commission will assess whether KKR provided incorrect or misleading information about these agreements. Today’s investigation is separate from the procedure which led to the unconditional approval of the KKR/NetCo transaction under the EU Merger Regulation.
The Commission has informed KKR of the opening of a formal investigation and will now carry out its investigation. An opening of a formal investigation does not prejudge its outcome.
Background
Under the EU Merger Regulation, merging parties must not provide incorrect, incomplete or misleading information to the Commission, both when notifying a transaction and in reply to Commission’s requests for information. Notifications and information requests are indeed the primary sources of information for the Commission’s review of mergers and acquisitions. Their accuracy and completeness are therefore essential for an effective assessment.
The Commission can impose fines on companies that, either intentionally or negligently, supplied incorrect or misleading information pursuant to Article 14 paragraph 1 of the EU Merger Regulation. In addition, the Commission may revoke a decision adopted based on incorrect information under conditions set out in Article 6 paragraph 3 of the EU Merger Regulation.
More information will be available on the Commission’s competition website, in the Commission’s public case register under the case number M.12099.
