The Antimonopoly Committee of Ukraine (AMCU) has identified grounds for banning the acquisition of control over lifecell group by French billionaire Xavier Niel’s DVL Telecom, a member of NJJ group.
In particular, the antitrust agency believes that it is necessary to check the relationship of control of lifecell itself and the parent company Turkcell with the person to whom the decision of the national security and defense Council of Ukraine applied personal special economic and other restrictive measures (sanctions).
“When considering applications for the acquisition of control over the group “Lifecell” by the company “DVL Telecom” arose the need to verify the relationship of control of the participants of the concentration, in particular the group “Lifecell” and the group “Turkcell” with the person to whom the personal special economic and other restrictive measures (sanctions) applied by the decision of the National Security and Defense Council of Ukraine,” – said the press service of the AMCU on Monday.
The report states that, having considered the applications on the acquisition of control by DVL Telecom over Lifecell LLC, Global Bilgi LLC and Ukrtauer LLC (lifecell group), the AMCU has identified grounds for banning the said concentrations.
“Given that the concentrations in the form of acquisition by DVL Telecom of control over Lifecell LLC, Ukrtauer LLC and Global Bilgi LLC constitute a single transaction and will take place under a single sale and purchase agreement, a separate authorization for DVL Telecom’s acquisition of control over Global Bilgi LLC cannot be granted by the Committee either,” the AMCU notes.
Considering the above, on March 7, 2024, the Committee again started consideration of the concentration cases in the form of acquisition by DVL Telecom of control over Lifesell, Global Bilgi and Ukrtauer LLC. At the same time began consideration of the case on concerted actions, which are directly related to the implementation of these concentrations, specified in the press service.
Earlier it was reported that at the meeting on March 7 AMCU allowed DVL Telecom to acquire control over Datagroup Holding Limited (“Datagroup-Volya”). In addition, the antimonopoly agency allowed concerted actions between NJJ UPAM (Paris, France), Lorimer II Ventures Limited (Nicosia, Cyprus), DVL Telecom (Paris, France) and a natural person – citizen of Ukraine in the form of implementation of provisions on refraining from competition, provided by Section 19 of the shareholders’ agreement, which will be concluded between these entities for a period of five years.
On December 29, 2023, Turkcell, a Turkish company, signed an agreement to transfer 100% of the shares, as well as all rights and debts of Lifecell LLC (TM lifecell), Ukraine’s third largest mobile operator, including contact center outsourcing company Global Bilgi LLC and tower rental service provider Ukrtauer LLC, to the French investment company NJJ Capital.
The decision to sign the agreement was made by the Board of Directors on December 20, but as early as May 9 it decided not to disclose information about the possible deal. Turkcell specified that the nominal price of Lifesell shares is UAH 12 billion 711.849 million, Global Bilgi – UAH 47.226 million and Ukrtauer – UAH 1 billion 964.04 million.
Authorized representatives of NJJ Capital (Paris, France) and Global Bilgi LLC (Kyiv, Ukraine) applied to the Antimonopoly Committee (AMCU) for authorization of NJJ Capital to indirectly acquire a part in the authorized capital of Global Bilgi, which provides for exceeding 50% of votes in the supreme governing body of the company, as well as parts providing for exceeding 50% of votes in the supreme governing bodies of Lifesell and Ukrtauer on December 29, 2023. The applications were returned to them as they did not meet the requirements set by the committee.
On January 23, 2024, AMCU received a second application to acquire the stake that provides control in Lifsell, Global Bilgi and Ukrtauer LLC from DVL Telecom, a member of the NJJ group.
According to market participants, a problem for the completion of the deal may also be the partial seizure of stakes in the companies being sold on charges against the under-sanctioned Mikhail Fridman, who indirectly controls a minority stake in Turkcell.
ANTIMONOPOLY COMMITTEE, LIFECELL, NJJ, UKRAINE
