EUROPEAN COMMISSION DG Competition

Only the English text is available and authentic.

REGULATION (EC) No 139/2004 MERGER PROCEDURE

Article 6(1)(b) NON-OPPOSITION Date: 13/12/2023

In electronic form on the EUR-Lex website under document number 32023M11244

EUROPEAN COMMISSION

Brussels, 13.12.2023 C(2023) 8967 final

PUBLIC VERSION

JD Sports Fashion Plc Edinburgh House Hollinsbrook Way Pilsworth Bury BL9 8RR Lancashire United Kingdom

Dear Sir or Madam,

1.1. On 17 November 2023, the European Commission received notification of a proposed concentration pursuant to Article 4 of the Merger Regulation, by which JD Sports Fashion Plc (‘JD Sports’, United Kingdom), ultimately controlled by Pentland Group Holdings Limited (‘Pentland’, Jersey) will acquire within the meaning of Article 3(1)(b) of the Merger Regulation sole control of the whole of Marketing Investment Group Spółka Akcyjna (‘MIG’, Poland), currently jointly controlled by JD Sports and four Polish-law family trusts incorporated by the founders of MIG. The concentration is accomplished by way of purchase of shares.

2. The business activities of the undertakings concerned are the following:

-− JD Sports is a sports goods, outdoors and fashionwear online and offline retailer, and wholesaler with a portfolio of own and third party fascia. JD Sports also operates fitness centres in a number of countries,

-− MIG is active in the retail supply of sports goods, both online and in-store, as well as, to a limited extent, in the wholesale supply of sports goods.

3.3. 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(e) but also under paragraphs 5(d) and 8 of the Commission Notice on a

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.

2OJ L 1, 3.1.1994, p. 3 (the ‘EEA Agreement’).

3Publication in the Official Journal of the European Union, OJ C, C/2023/1251, 28.11.2023.

Commission européenne/Europese Commissie, 1049 Bruxelles/Brussel, BELGIQUE/BELGIË - Tel. +32 22991111

simplified treatment for certain concentrations under Council Regulation (EC) No 139/2004.

4. 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 and Article 57 of the EEA Agreement.

For the Commission

(Signed) Olivier GUERSENT Director-General

4OJ C 160, 5.5.2023, p. 1–10.

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