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Case No COMP/M.7722 - 3i GROUP/ AMP CAPITAL INVESTORS/ ESVAGT

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REGULATION (EC) No 139/2004 MERGER PROCEDURE

Article 6(1)(b) NON-OPPOSITION Date: 25/08/2015

In electronic form on the EUR-Lex website under document number 32015M7722

Office for Publications of the European Union L-2985 Luxembourg

EUROPEAN COMMISSION

Brussels, 25/08/2015 C(2015) 6050 final

PUBLIC VERSION

SIMPLIFIED MERGER PROCEDURE

To the notifying parties:

Dear Sirs,

Subject: Case M.7722 - 3i GROUP/ AMP CAPITAL INVESTORS/ ESVAGT Commission decision pursuant to Article 6(1)(b) of Council Regulation (EC) No 139/2004 and Article 57 of the Agreement on the European Economic Area

1.On 31 July 2015, the European Commission received notification of a proposed concentration pursuant to Article 4 of the Merger Regulation by which the undertakings 3i Group plc ("3i", United Kingdom), and AMP Capital Investors Limited ("AMP", Australia) acquire within the meaning of Article 3(1)(b) and 3(4) of the Merger Regulation joint control of ESVAGT A/S and its subsidiaries ("ESVAGT", Denmark) by way of purchase of shares.

The business activities of the undertakings concerned are:

-- 3i is a UK venture capital company that primarily invests in Europe. 3I invests in the infrastructure space with a focus on the utilities, transportation and social infrastructure sectors;

-- AMP is an Australian investment house operating across a broad range of asset classes worldwide;

1OJ L 24, 29.1.2004, p. 1 (the "Merger Regulation"). With effect from 1 December 2009, the Treaty on the Functioning of the European Union ("TFEU") has introduced certain changes, such as the replacement of "Community" by "Union" and "common market" by "internal market". The terminology of the TFEU will be used throughout this decision.

2OJ L 1, 3.1.1994, p. 3 ("the EEA Agreement").

3Publication in the Official Journal of the European Union No C 258, 7.08.2015, p. 4.

ESVAGT is headquartered in Denmark and is a provider of emergency rescue and response vessels and related services to the offshore oil and gas industry. It also performs supplementary activities, including oil spill contingency services, tanker assistance, performance of rig moves and supply duties as well as inter-field transfer of cargo and personnel for offshore oil and gas rigs. It operates primarily in the North Sea.

3.After examination of the notification, the European Commission has concluded that the notified operation falls within the scope of the Merger Regulation and of paragraph 5(b) of the Commission Notice on a simplified procedure for treatment of certain concentrations under Council Regulation (EC) No 139/2004.

For the reasons set out in the Notice on a simplified procedure, the European Commission has decided not to oppose the notified operation and to declare it compatible with the internal market and with the EEA Agreement. This decision is adopted in application of Article 6(1)(b) of the Merger Regulation and Article 57 of the EEA Agreement.

For the Commission (Signed) Alexander ITALIANER Director-General

4OJ C 366, 14.12.2013, p. 5.

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