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Case No COMP/M.2427 - INFINEON / CRYPTOMATHIC JV

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REGULATION (EEC) No 4064/89 MERGER PROCEDURE

Article 6(1)(b) NON-OPPOSITION Date: 27/06/2001

Also available in the CELEX database Document No 301M2427

Office for Official Publications of the European Communities L-2985 Luxembourg

COMMISSION OF THE EUROPEAN COMMUNITIES

Brussels, 27.06.2001 SG (2001) D/289400

PUBLIC VERSION

MERGER PROCEDURE ARTICLE 6(1)(b) DECISION

SIMPLIFIED PROCEDURE

To the notifying parties

Dear Sir,

Subject: Case No. COMP/M.2427 – INFINEON/CRYPTOMATHIC JV Notification of 23.05.2001 pursuant to Article 4 of Council Regulation (EEC) No. 4064/891 Publication in the Official Journal of the European Communities No. C 163, 6 June 2001, page 11

1.On 23.05.2001, the Commission received notification of a proposed concentration pursuant to Article 4 of Council Regulation (EEC) No. 4064/89 by which the undertaking Infineon AG (“Infineon”), Germany, controlled by Siemens AG, acquires within the meaning of Article 3(1)(b) of the Council Regulation joint control of the undertaking Cryptomathic A/S (“Cryptomathic”), Denmark, by way of purchase of shares. Cryptomathic is at present jointly controlled by the undertakings Maersk NetSecurity A/S (“MaerskNet”), Denmark, which is controlled by Maersk Data A/S (“MaerskData”), and PIJ A/S (“PIJ”), Denmark, which belongs to the Landrock House Holding Group.

The business activities of the undertakings concerned are :

1OJ L 395, 30.12.1989 p. 1; corrected version OJ L 257 of 21.9.1990, p. 13, as last amended by Regulation (EC) No 1310/97, OJ L 180, 9.7.1997, p. 1, corrigendum in OJ L 40, 13.2.1998, p. 17.

Rue de la Loi 200, B-1049 Bruxelles/Wetstraat 200, B-1049 Brussel - Belgium Telephone: exchange 299.11.11 Telex: COMEU B 21877. Telegraphic address: COMEUR Brussels.

-- for undertaking Infineon : Development and distribution of semiconductors, opto components, microcontrollers and sensors

-- for undertaking MaerskNet : Investment holding

-- for undertaking MaerskData: Consultancy, system development, data communication, and management of information systems

-- for undertaking PIJ: Investment holding

-- for undertaking Cryptomathic: Development and distribution of software with cryptographic and other functions for the security of electronic transactions.

2.After examination of the notification, the Commission has concluded that the notified operation falls within the scope of Council Regulation (EEC) No. 4064/89 and of paragraph 4, subparagraphs (a) and (c) of the Commission Notice on a simplified procedure for

treatment of certain concentrations under Council Regulation (EEC) No 4064/89.

3.To the extent that restrictions specified by the parties are directly related and necessary to the implementation of the concentration, these restrictions are covered pursuant to Article 6(1)(b), second subparagraph, of Council Regulation (EEC) No. 4064/89.

4.For the reasons set out in the Notice on a simplified procedure, the Commission has decided not to oppose the notified operation and to declare it compatible with the common market and with the EEA Agreement. This decision is adopted in application of Article 6(1)(b) of Council Regulation (EEC) No. 4064/89.

For the Commission

Signed by Mario MONTI Member of the Commission

2OJ C 217, 29.07.2000, p. 32.

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