Allowed

1. Alat Technologies Company 2. Tk Elevator Ibérica Holding S.L.U

CCI15 Apr 2025C-2025/03/1262

Case brief

AI extract

What is this about?

A four-member bench approved a proposed combination involving Alat Technologies Company and TK Elevator Group. Finding no horizontal or vertical market overlaps in India, the Commission held the deal would not alter competition dynamics and granted approval under Section 31(1).

What did the court decide?

Combination approved under Section 31(1) of the Competition Act, 2002.

1. Alat Technologies Company 2. Tk Elevator Ibérica Holding S.L.U — Consumer Protection | CCI (2025)

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COMPETITION COMMISSION OF INDIA

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Combination Registration No. C-2025/03/1262

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15^th April 2025

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Notice under Section 6(2) of the Competition Act, 2002 jointly given by Alat Technologies Company and TK Elevator Ibérica Holding S.L.U

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CORAM:

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Ms. Ravneet Kaur Chairperson

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Mr. Anil Agrawal Member

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Ms. Sweta Kakkad Member

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Mr. Deepak Anurag Member

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Order under Section 31(1) of the Competition Act, 2002

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On 21^st March 2025, the Competition Commission of India ( Commission ) received a Notice under Section 6(2) of the Competition Act, 2002 ( Act ) jointly given by Alat Technologies Company ( ATC ) and TK Elevator Ibérica Holding S.L.U ( TKE Ibérica ) (collectively, Acquirers ).

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The Notice was filed pursuant to the execution of the: (i) Co Investment Agreement amongst, inter alia , ATC and Vertical Topco S.à r.l. ( Vertical Topco ), dated 24^th February 2025 ( CoInvestment Agreement ); and (ii) Shareholders’ Agreement amongst, inter alia , ATC and TKE Ibérica, dated 24^th February 2025 ( SHA ).

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The Proposed Combination comprises of two steps that will be executed concurrently:

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a. The Proposed Topco Investment : Pursuant to the Co-Investment Agreement, ATC proposes to acquire an indirect stake of approximately 15 percent of shares and voting rights in the TKE Group (defined below) on a fully diluted basis; and

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Combination Registration Number: C-2025/03/1262

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b. The Proposed KSA JV Transaction : Pursuant to the SHA, ATC and the TKE Group propose to form a joint venture in the Kingdom of Saudi Arabia ( Saudi Arabia ), through a wholly owned subsidiary of TKE Group, viz. , TKE Ibérica ( KSA JV ), pursuant to which TKE Group will indirectly hold 51 percent and ATC will hold 49 percent of the issued share capital of the KSA JV (on a fully diluted basis). The TKE Group will contribute its 100 percent shareholding in TK Elevator Saudi Arabia Limited ( TKE Saudi ) to the KSA JV.

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In terms of Regulation 14 of the Competition Commission of India (Combinations) Regulations, 2024 ( Combinations Regulations ), vide letter dated 3^rd April 2025, certain information and clarifications were sought from the Acquirers. The response to this letter was submitted by the Acquirers on 7^th April 2025.

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ATC (formerly known as the Industrial Company for Electronics) is a wholly owned subsidiary of the Public Investment Fund ( PIF ), the sovereign wealth fund of Saudi Arabia. Through nine business units active globally, ATC specializes in manufacturing: (a) semiconductors; (b) smart devices; (c) smart buildings; (d) smart appliances; (e) smart health; (f) advanced industrials; (g) next generation infrastructure; (h) electrification; and (i) artificial intelligence ( AI ) infrastructure.

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Vertical Topco is a limited liability company incorporated under the laws of Luxembourg. Vertical Topco is the holding company of TK Elevator Topco GmbH and its subsidiaries and group companies (collectively, the ‘ TKE Group ’). The TKE Group is active globally (in more than sixty countries) in the installation, modernization and servicing of elevators, escalators, moving walks, passenger boarding bridges, and stairlifts, as well as related ancillary products and activities.

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As submitted, considering the presence of ATC, all entities forming part of the PIF and affiliates of ATC/PIF ( PIF and Alat Relevant Entities ) on one hand and presence of Vertical Topco, its group entities and affiliates ( TKE Relevant Entities ) on the other hand, there are no horizontal overlaps or (actual or potential) vertical and complementary relationships in India between PIF and Alat Relevant Entities and the TKE Relevant Entities.

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The Commission observed that while the TKE Group has physical presence and operations in India and certain portfolio companies of PIF generate revenue from activities in India,

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Combination Registration Number: C-2025/03/1262

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considering the nature of activities of relevant entities in India and consequent lack of any horizontal overlaps or any vertical/complementary linkages, the Vertical Topco Transaction is not likely to alter competition dynamics of any plausible relevant market that could have been considered. As regards the KSA JV Transaction, the Commission noted the submissions of the Acquirers that the KSA JV will be active in the manufacture, supply, installation, and maintenance of vertical and horizontal transportation units (elevators, escalators, etc. ) primarily in Saudi Arabia and potentially in other countries of the Middle East and North Africa ( MENA ) region. As submitted, KSA JV has no presence currently, and accordingly, no physical presence/sales/supplies into India and that the KSA JV will not have any operations or presence in India. Considering the same, the KSA JV Transaction is also not likely to have any competition impact in India.

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Considering the material on record, including the details provided in the Notice and the assessment of the Proposed Combination based on the factors stated in Section 20(4) of the Act, the Commission is of the opinion that the Proposed Combination is not likely to have appreciable adverse effect on competition in India. Therefore, the Commission approves the Proposed Combination under Section 31(1) of the Act.

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The order may be revoked if, at any time, the information provided by the Acquirers is found to be incorrect.

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The information provided by the Acquirers shall be treated as confidential in terms of and subject to provisions of Section 57 of the Act.

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The Secretary is directed to communicate to the Acquirers accordingly.

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1. Alat Technologies Company 2. Tk Elevator Ibérica Holding S.L.U

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1. Alat Technologies Company 2. Tk Elevator Ibérica Holding S.L.U

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