Brussels, 25/09/2006 (Agence Europe) - The European Commission has cleared the proposed concentration by which Abertis, a Spanish company active in the management of toll motorways merges with Autostrade, an Italian company active in the same sector in Italy. The merger will give birth to New Abertis and would give rise to only one horizontal overlap - on the European market for toll motorway concessions. However, the presence of other significant competitors in this market, the fact that this is a bidding market and the absence of third party concerns led the Commission to conclude that the proposed transaction would not give rise to vertical competition concerns on this market. Autostrade is only very marginally involved in road construction in Italy and Abertis is not involved at all.
The Spanish group notified the Commission on 23 August about the project. The project has a European dimension but has clashed with the Italian government which rejected it in the belief that it was contrary to a 1997 decree. It has subsequently blocked it and prevented the transfer by Autostrade of its motorway franchises to the merged entity. In response to the Commission's green light, the Italian minister for infrastructure, Antonio di Pietro reaffirmed his position, “We are noting the decision and we are satisfied with it…We have never discussed the merger. What we oppose and what still needs discussing is the automatic transfer of the franchise”. The 1997 decree defined the privatisation modalities of Autostrade and banned the BPW (Buildings and Public Works) from holding a share in the company. According to the merger agreement, the Spanish building group ACS, a shareholder in Abertis, will have 12.5% in the company's capital. Minister di Pietro also criticises Autostrade for not having respected its commitments on investing in the peninsula road network. He believes that the franchise invested €2.21 bn in 2005 as opposed to the €4.72 bn planned. The Commission is continuing its analysis of the explanations it requested from Rome so that it can check whether its veto is compatible with Article 21, which grants it exclusive competency in Community-scale mergers. Jonathan Todd, the spokesperson for the competition Commissioner' said that they were currently examining Italian measures to see whether they were compatible with Community law. The examination could last several weeks.