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Case No COMP/M.7099 - ARX/ DARBY/ GRAMEX/ GFI

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REGULATION (EC) No 139/2004 MERGER PROCEDURE

Article 6(1)(b) NON-OPPOSITION Date: 19/12/2013

In electronic form on the EUR-Lex website under document number 32013M7099

Office for Publications of the European Union L-2985 Luxembourg

EUROPEAN COMMISSION

Brussels, 19.12.2013 C(2013) 9771 final

PUBLIC VERSION

SIMPLIFIED MERGER PROCEDURE

To the notifying parties

Subject: Case No COMP/M.7099 - ARX/ DARBY/ GRAMEX/ GFI Commission decision pursuant to Article 6(1)(b) of Council Regulation (EC) No 139/2004

1.On 18 November 2013, the European Commission received a notification of a proposed concentration pursuant to Article 4 of Council Regulation (EC) No 139/2004 by which the undertakings ARX CEE III L.P. ("ARX", Jersey) and Darby Converging Europe Fund III (SCS) SICAR ("Darby", Luxembourg), the latter belonging to Franklin Resources Inc. ("Franklin Templeton Group", United States), acquires within the meaning of Article 3(1)(b) of the Merger Regulation joint control of the undertakings Gramex 2000 Kereskedelmi Korlátolt Felelősségű Társaság ("Gramex", Hungary) and G.F Investment Korlátolt Felelősségű Társaság ("GFI", Hungary) by way of purchase of shares.

The business activities of the undertakings concerned are:

-- for ARX: private equity fund active in Central and Eastern Europe,

-- for Darby: private equity fund focusing on mezzanine investments active in Central and Eastern Europe and Turkey,

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.

2Publication in the Official Journal of the European Union No C 342, 22.11.2013, p. 11.

Commission européenne, 1049 Bruxelles, BELGIQUE / Europese Commissie, 1049 Brussel - BELGIË. Telephone: (32-2) 299 11 11.

-- for Gramex: manufacture and distribution of non-alcoholic beverages, including carbonated and non-carbonated soft drinks,

-- for GFI: bottling services for private label manufacturers and distributors, including non-alcoholic beverages.

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.

For the Commission (signed) Alexander ITALIANER Director General

3OJ C 56, 5.3.2005, p. 32.

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