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.

SECTION 1.2

Description of the concentration

The proposed concentration involves the acquisition of control over Scania AB,

Sˆdert‰lje, Sweden (Scania), by MAN Aktiengesellschaft, Munich, Germany (MAN).

MAN intends to acquire the majority of the shares of Scania. In order to do so MAN

will make a public offer for the entire share capital of Scania which will consist of

cash only offer or cash and shares in MAN offer. In advance of this public offer, MAN

has entered into negotiations with Scaniaís largest shareholders, Volkswagen AG

which holds 18.7% of the capital and 34% of the votes in Scania, and Investor, which

is controlled by the Wallenberg family and holds 10.8% of the capital and 19.3% of

the votes in Scania. The Wallenberg Foundation holds another 5.8% of the capital and

10.6% of the votes which leads to a total of 29.9% of the votes controlled by the

Wallenberg family. MAN intends to reach an agreement with these two shareholders

in order to formulate a public offer which they will accept. MAN has acquired a

14.54% voting interest and a 11.63% capital interest in Scania since the announcement

of its intention to make a public offer. Should the public offer be successful, MAN

will acquire sole control over Scania, within the meaning of Art. 3(1)(b) ECMR.

MAN, a German company, develops, manufactures, markets and sells heavy and

medium-sized trucks from 7.5 to 50 tonnes gross weight for any application, buses and

coaches, chassis and floor assemblies for buses, industrial and marine engines, large

two-stroke and four stroke diesel engines, turbomachines and also provides industrial

services. Its main activities are in Europe.

Scania is a Swedish company and develops, manufactures, markets and sells trucks

with a gross vehicle weight of more than 16 tonnes for long-haulage, construction

haulage and distribution of goods. Scania also manufactures and sells buses and

chassis for buses. In addition, Scania has some industrial and marine engines

activities. These engines may be used in container cranes, pilot boats, irrigation units

or power generating sets. Scaniaís focus is also on the European markets.

Both Parties also offer additional services connected to their core business such as

financing, insurance, leasing and maintenance of trucks and buses.

The Transaction will primarily have an impact on markets in the business segments

trucks, buses and chassis for buses and ñ to a lesser extent ñ in the business segment

diesel engines. The Transaction will lead to overlapping market positions in the

market for heavy trucks. Also, in the markets for city buses, inter-city buses, coaches

and chassis the Transaction will lead to overlapping activities which will result in a

number of affected markets. However, the concentration will not significantly impede

effective competition as the combined entity will continue to face fierce competition

from a number of strong competitors which will even post-Transaction be in a stronger

position on the international level than the Parties will achieve.