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Tullett Prebon Acquires ICAP’s

Wholesale Broking Business

Heineken Acquires GAPL in

Beer Merger

CCS examined the proposed

acquisition by Tullett Prebon PLC

(“TP”) of ICAP’s global wholesale

broking business. In Singapore,

TP offers wholesale intermediary

services in relation to Treasury

Products, Interest Rate Derivatives

and Fixed Income. TP also offers

broking services in relation to

Energy & Commodities. In addition

to wholesale intermediary/broking

services, TP is also engaged in the

data sales and risk management

services businesses in Singapore.

ICAP offers wholesale intermediary

services in relation to Treasury

Products, Interest Rate Derivatives

and Energy & Commodities. Fusion,

an ICAP proprietary platform that

provides an all-day Indication

of Interest screen in support of

the hybrid broking business, also

operates in Singapore. ICAP also

provides data sales in Singapore.

CCS determined that there will be

a number of areas of overlap as a

result of the acquisition.

CONCLUSION

After reviewing the companies’ submissions and feedback from customers

and competitors following a public consultation, CCS concluded that

the proposed acquisition is unlikely to lead to a substantial lessening of

competition for the provision of wholesale hybrid broking services in Singapore

and the global provision of real-time and periodic pricing data into Singapore.

CCS cleared the acquisition by Heineken International B.V. (“HIBV”) of

the entire issued and outstanding ordinary share capital of GAPL Pte. Ltd.

(“GAPL”) which HIBV (through its subsidiary, Heineken Asia Pacific Pte.

Ltd. (“HAP”)) did not already hold. CCS has assessed that the acquisition

has not substantially lessened competition in the supply of beers in

Singapore, which includes ales, lager and stouts.

FINANCE

FOOD & BEVERAGE

Countervailing buyer

power or the ability

of buyers to extract

price concessions

from the wholesale

intermediaries is relatively strong.

Hence, the acquisition has not

changed the relative bargaining

power between the Heineken Group

and its customers that would

increase the ability of the former to

raise prices or impose exclusivities

that might harm competition.

FINDINGS

FINDINGS

CASE TEAM MEMBERS

Candice Lee, Nicholas Sim, Tang Ee Mei, Timothy Chew

CASE TEAM MEMBERS

Neha Georgie, Joanne Yong, James Yoon, Leow Rui Ping,

Herbert Fung

Post-acquisition, there

will still be sufficient

competition from

other wholesale

intermediaries and

trading channels in relation to the

provision of broking services for each

of the overlapping products.

The companies’

strength in relation

to the provision of

pricing data is linked

to their strength in the

underlying hybrid services provided. As

such, as with wholesale hybrid broking

services, competitors are able to

expand and countervailing buyer power

is relatively strong with respect to the

provision of pricing data by the parties.

Other wholesale

intermediaries are

able to expand their

broking services

due to pre-existing

relationships with customers, which

enables customers to switch without

substantial switching costs.

The distribution of ABC Extra Stout

and Guinness Stout in Singapore was,

before and after the acquisition, still

undertaken by Asia Pacific Breweries

Singapore, which is a wholly-owned

subsidiary within the Heineken Group.

APPROVED

APPROVED

ANNUAL REPORT 2016

27