EU Commission Clears Proposed Acquisition of a Controlling Stake in Spanish Gas Company Saggas by Japan*s Osaka

The European Commission has approved under the EU Merger Regulation the proposed acquisition of joint control over Saggas, which runs the Sagunto regasification plant in Spain, by Osaka Gas CO Ltd., a Japanese energy company. The other controlling entities of Saggas are Infrastructure Arzak BV, ultimately managed by Deutsche Bank of Germany, and Union Fenosa Gas S.A. (UFG) of Spain, which is jointly controlled by the Gas Natural SDG S.A. of Spain and ENI S.p.A of Italy. After examining the operation, the Commission concluded that the transaction would not significantly impede effective competition in the European Economic Area (EEA) or any substantial part of it.

Saggas runs the commercial and maintenance operations of the Sagunto regasification plant, situated in the port of Sagunto, Spain.

Osaka is a vertically integrated energy company active inter alia in the trading and transport of liquid natural gas (“LNG”) and the production of electricity. Arzak, an investment fund specialised in infrastructure assets, is a wholly owned subsidiary of the investment fund RREEF.

In turn, RREEF is managed by RREEF Limited, a subsidiary of Deutsche Bank. UFG is a joint-venture between Gas Natural and ENI of Italy. UFG is active in the supply of gas to undertakings and individuals.

The proposed transaction primarily concerns the provision of infrastructure for gas import, the generation and wholesale supply of electricity, the supply of natural gas to electricity producers in Spain and the transport of LNG.

Through the proposed transaction, one of the controlling shareholders in the existing Saggas joint-venture is replaced by Osaka, which presently has no interests in the market for the infrastructure for gas imports into Spain. On the other concerned markets, the notifying parties’ market shares are so small that anticompetitive effects cannot arise.

The Commission therefore concluded that the proposed transaction would not raise any competition concerns.


Source:, September 22, 2010;