Disclaimer:

The Competition DG makes the information provided by the notifying parties in section 1.2 of Form CO available to the public in order to increase transparency. This information has been prepared by the notifying parties under their sole responsibility, and its content in no way prejudges the view the Commission may take of the planned operation. Nor can the Commission be held responsible for any incorrect or misleading information contained therein.

COMP/M.7171 - VARO ENERGY/ BAYERNOIL PACKAGE

SECTION 1.2

Description of the concentration

This Short Form CO concerns the proposed acquisition by Varo Energy B.V., The Netherlands, (“Varo”) of a number of assets jointly referred to as “Bayernoil Package” from OMV Deutschland GmbH, Germany, and OMV Refining & Marketing GmbH, Austria. The Bayernoil Package comprises OMV’s Bayernoil refinery business, including (i) a participation in Bayernoil Raffineriegesellschaft mbH (“Bayernoil”) with refineries located in Vohburg (Danube), and Neustadt (Danube), Germany, as well as (ii) certain inventories, working capital and agreements related to Bayernoil due to the tolling manufacturing structure; (iii) the Bayernoil related parts of OMV’s commercial fuel marketing business distributing mineral oil products to commercial and wholesale clients; (iv) an interest in the three companies which own the TAL-Pipeline system from Trieste, Italy, to Karlsruhe, Germany; and (v) a manufacturing plant for bitumen in Großmehring, Germany.

Varo is jointly controlled by Vitol Holding BV, Rotterdam, The Netherlands and – indirectly – by funds managed by The Carlyle Group, Washington D.C., USA, through CIEP II S.à.r.l.

The undertakings concerned are active in the following sectors:

-- Varo: Refining of crude oil; storage and distribution of refined oil products;

-- Bayernoil Package: Refining of crude oil; distribution of refined oil products.