Merger control: European Court of Justice dismisses appeals against General Court judgments on Lagardere/VUP merger

The European Court of Justice (“ECJ”) dismissed an appeal by Editions Odile Jacob SAS (“EOJ”) against the General Court’s (“GC”) judgement upholding the Commission’s conditional approval of the Lagardère/VUP merger. The ECJ found, in particular, that the GC did not err in its assessment of the meaning of a concentration and of the characterization of the nominee holding arrangement. The ECJ held that the legal characterization of the nominee holding arrangement was not relevant in relation to the legality of the Commission’s decision. Furthermore in a separate judgment, the ECJ dismissed the appeal by the Commission and Lagardère against the GC’s annulment of the Commission’s decision to appoint Wendel Investissement as purchaser of divestment assets in the Lagardère/VUP merger. The ECJ found that the GC did not err in finding that the trustee did not satisfy the condition of independence required by Lagardère’s commitments, and that this was sufficient ground for the annulment of the decision approving Wendel. The ECJ concluded that having ruled that the trustee was not independent of the parties, the GC was not obliged to examine whether the way the trustee acted evidenced his lack of independence. Source: ECJ Press Release 06/11/2012

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