Disposed

1. Apac Company Xxix Ltd. 2. Bc Asia Investments Xx Ltd. 3. Intecho Applications Private Ltd. 4. Surat Coke Trading Private Ltd. 5. I-Vitesse Technologies Private Ltd. 6. Happy Brick Building Private Ltd. 7. Rsb Industries Private Ltd. & Others

CCI27 Sept 2024C-2024/09/1189

Case brief

AI extract

What is this about?

Draft summary of a combination under Regulation 13(2) of the Competition Commission of India (Combinations) Regulations, 2024, detailing parties, investment purpose, and green channel route notification.

What the court decided

AI extract

1. Apac Company Xxix Ltd. 2. Bc Asia Investments Xx Ltd. 3… — Intellectual Property | CCI (2024)

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SUMMARY OF THE COMBINATION

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[UNDER REGULATION 13(2) OF THE COMPETITION COMMISSION OF INDIA (COMBINATIONS) REGULATIONS, 2024]

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(a) Name of the parties to the combination

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The parties to the combination are:

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(i) APAC Company XXIX Limited (“ Acquirer 1 ”);

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(ii) BC Asia Investments XX Limited (“ Acquirer 2 ”); and

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(iii) RSB Transmissions (I) Limited (“ Target ”).

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The Acquirer 1 and Acquirer 2 are collectively, “ Acquirers ”. The Acquirers and Target are collectively, “ Parties ”.

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Certain other notifying parties which are part of an internal restructuring of the RSB group (“ RSB Group Restructuring ”) are set out in the notice in Form – I.

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(b) The nature and purpose of the combination

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The Acquirers propose to acquire shareholding and certain rights in the Target (“ Proposed Combination ”). The Proposed Combination is notifiable to the Hon’ble Competition Commission of India under Section 5(a) of the Competition Act, 2002 (as amended).

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The Proposed Combination represents an investment opportunity for Bain Capital, which is consistent with Bain Capital’s aim to generate attractive investment returns. The Proposed Combination presents a business opportunity for the Target to partner with an experienced investor.

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The RSB Group Restructuring is in the nature of an internal reorganization. The RSB Group Restructuring is being undertaken

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solely to simplify the corporate structure of the entities belonging to the RSB group.

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(c) The products, services, and business(es) of the parties to the combination

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Acquirers

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The Acquirers are investment holding companies incorporated under the laws of Mauritius. The Acquirers are indirectly owned and controlled by funds managed and/or advised by Bain Capital. Bain Capital is a private equity investment firm that invests, through its family of funds, in companies across a number of industries, including information technology, healthcare, retail and consumer products, communications, financial services and industrial / manufacturing.

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Target

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The Target is engaged in the business of manufacturing automotive engineering components such as propeller shafts, gears, gear boxes, axles, 5th wheel coupling, machined products for engine components and construction equipment aggregates in India.

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The details of the business activities of the parties to the RSB Group Restructuring are provided in the notice in Form – I.

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(d) The respective markets in which the parties to the combination operate

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The Proposed Combination and the RSB Group Restructuring do not result in any horizontal, vertical, or complementary overlaps in any of the plausible relevant markets in India.

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Therefore, the Proposed Combination and RSB Group Restructuring are being notified under the green channel route under Section 6(4) of the Competition Act, 2002 (as amended) read with Rule 3 of the Competition (Criteria of Combination) Rules, 2024 and Regulation 5(5) of the Competition Commission of India (Combinations) Regulations, 2024.

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1. Apac Company Xxix Ltd. 2. Bc Asia Investments Xx Ltd. 3. Intecho Applications Private Ltd. 4. Surat Coke Trading Private Ltd. 5. I-Vitesse Technologies Private Ltd. 6. Happy Brick Building Private Ltd. 7. Rsb Industries Private Ltd. & Others

Case brief

What is this about?

What the court decided

1. Apac Company Xxix Ltd. 2. Bc Asia Investments Xx Ltd. 3. Intecho Applications Private Ltd. 4. Surat Coke Trading Private Ltd. 5. I-Vitesse Technologies Private Ltd. 6. Happy Brick Building Private Ltd. 7. Rsb Industries Private Ltd. & Others

Case brief

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What the court decided

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