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Case No COMP/M.7305 - TDR CAPITAL/ DELEK EUROPE

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REGULATION (EC) No 139/2004 MERGER PROCEDURE

Article 6(1)(b) NON-OPPOSITION Date: 01/08/2014

In electronic form on the EUR-Lex website under document number 32014M7305

Office for Publications of the European Union L-2985 Luxembourg

EUROPEAN COMMISSION

Brussels, 1.8.2014 C(2014) 5649 final

PUBLIC VERSION

SIMPLIFIED MERGER PROCEDURE

To the notifying party:

Dear Madam(s) and/or Sir(s),

Subject: Case M.7305 – TDR CAPITAL/ DELEK EUROPE Commission decision pursuant to Article 6(1)(b) of Council Regulation (EC) No 139/2004

1.On 9 July 2014, the European Commission received notification of a proposed concentration pursuant to Article 4 of the Merger Regulation by which the undertaking TDR Capital LLP (“TDR”, UK) via a newly-incorporated company DEL Acquisitions B.V. ("DEL", the Netherlands) will acquire sole control of the undertaking Delek Europe B.V. (“Delek Europe”, the Netherlands) by way of purchase of shares.

The business activities of the undertakings concerned are:

-- TDR is a private equity firm which invests – mainly in the UK – in a variety of sectors including gyms and health clubs, vacant property services, modular construction, pubs and restaurants, debt purchasing, logistic pallet return and life assurance;

-- Delek Europe is the parent company of a number of subsidiaries through which it operates in the fuel marketing operations business in Belgium, France, Luxembourg and the Netherlands. It also supplies fuels in bulk and lubricants to wholesalers, industrial customers and transportation companies in the Benelux region.

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 227, 17.07.2014, p.19.

Commission européenne, DG COMP MERGER REGISTRY, 1049 Bruxelles, BELGIQUE Europese Commissie, DG COMP MERGER REGISTRY, 1049 Brussel, BELGIË

Tel: +32 229-91111. Fax: +32 229-64301. E-mail: COMP-MERGER-REGISTRY@ec.europa.eu.

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

OJ C 366, 14.12.2013, p. 5.

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