Ok of the Committee of management of the Western From Liguria AdSP to the concentrations between PSA and SECH and MSC and Messina



Yesterday the Committee of management of the Authority of Harbour System of the Ligurian Sea Western has deliberated unanimously the green light to the social operations of concentration regarding PSA and SECH, two terminaliste societies in the segment of the container both assets in the port of Genoa, and MSC and Messina, shipowning and terminaliste societies and they also active both in the harbour port of call of the capital of Liguria.

The concentration between PSA and SECH is made official in 2008. The operation, from a part, has involved the acquisition by PSA Europe, society of group PSA of Singapore that to Genoa manages the container terminal then called Voltri Terminal Europe (VTE) and successively renamed PSA Genoa Pra', of 40% of the capital of the Seber, the society of the Group Harbour Investments (JEEP) that it possesses the entire capital of Terminal Containers Port of Genoa (TCPG), society that in its turn to Genoa manages the container terminal Southern European Container Hub (SECH). From the other, the operation has involved the acquisition by the JEEP of 40% of the capital of the Sinport Harbour Synergies previously integrally stopped from group PSA Europe, society that stops the entire capital of VTE/PSA Genoa Pra'. Therefore PSA and JEEP, which new shareholders of the PSA Genoa Pra' have planned the constitution of the MergeCo Belgian, new society participated for 62% from PSA and 38% from JEEP, to which JEEP she will confer 60% of the capital of the Seber/SECH and 34.7% of the capital of VTE/PSA Genoa Pra', while PSA will confer to MergeCo 40% of the capital of Seber and 65.3% of the capital of VTE/PSA Genoa Pra'. MergeCo will stop therefore the entire share capital of Seber/SECH and VTE/PSA Genoa Pra'.

The AdSP has specified that, second the how many deliberated, demanded authorizations are released advance verification of the declarations of engagement to the punctual respect of the plans of enterprise in terms of traffics, investments and occupation and that, in the merit, the preliminary investigation has been developed in particular on the interpretation of article 18, codicil 7 of law 84/94, article that the concession of areas and docks regulated and that to codicil 7 it establishes that "in every port the concessionary enterprise of a state property area must directly exercise the activity for which has obtained the concession, cannot be at the same time concessionary of other state property area in the same port, unless the activity for which it demands a new concession is different from that of which to the already existing concessions in the same state property area, and cannot carry out harbour activities in various spaces by those which they are assigned them in concession" and specifies that "on motivated demanded of the concessionary enterprise, the conceding authority can authorize the confidence to other harbour enterprises, authorized according to art. the 16, of the exercise of some activities comprised in the operational cycle".

The harbour agency has announced that on such topic the opinion of the General Legal profession of the State has been acquired that, pronouncing itself on a issue of maximum of national level, has joined - following the developed majority guideline by now in matter also by the district Legal profession - to an functional interpretation of the norm. In particular - it has specified the AdSP - second the Legal profession, the acquisition of a share control on a subject that has of another concessorio title exclusively finds a limit in the appraisal on the technical and economic suitability of the new subject and on the effects of the operation on the harbour market of reference; market that, recalling precedence deliberations of the Guarantor Authority of the Competition and the Market and of the EU commission, must be intended as a coastal arc of 200-300 km that if under investigation it is extended from the port of call of I go to that of Livorno (catchment area).

The harbour agency has remembered that on this last aspect the opinion of the Legal profession resumes the conclusions of the Guarantor Authority of the Competition and the Market that with respect to the operation SECH/PSA, has considered, besides the fact that the same operation remains within the thresholds for which the pre-emptive communication of the operation of concentration to the same Authority is not even previewed, than the evidences collections according to the law does not justify ulterior deepenings 287/1990 on the protection of the competition(on 25 November 2009). Guarantor authority - the AdSP has remembered moreover - than, not finding some contrast of the operations with the norm, is however classified to monitor the future behaviors of the reference enterprises in case turns out restrictive of the competition.

The concentration between the Mediterranean Shipping Company (MSC) and Ignazio Messina & C. is made official in 2019. The operation previews that shipowning group Helvetic MSC, through the controlled Marinvest, acquires 49% of the capital of the shipowning society genoese Messina and 52% of the Ro-Ro Italy, special purpose vehicle instituted from the genoese company for the concentration operation.

The Authority of Western From Liguria Harbour System has explained that the opinion of the Legal profession has considered the MSC/Messina operation permissible regarding which, moreover, the parts has declared to renounce to the control combined through specific parasociali pacts, control that the company of Messina navigation will regard only and not its Intermodal Marine Terminal (IMT), the multipurpose terminal to the Nino Ronco Pier of the port of Genoa, and has remembered that also regarding this operation the Guarantor Authority of the Competition and the Market has not ravvisato criticality profiles(on 22 October 2019).

The AdSP has specified at last that the two operations of concentration moreover are considered by the Prime Minister's Office strangers to the exercise of the special powers for the protection of strategic assets (golden power) in acceptation of the proposal advanced during preliminary investigation from the Ministry of Infrastructures and the Transports.