The President of the Office of Competition and Consumer Protection has issued her consent to the transaction between two companies providing chargeable cable tv services. The concentration may be implemented under specified conditions. Most importantly, it should not restrict subscribers in their choice of the operator in the area where the option was available beforehand. Furthermore, it cannot be onerous to subscribers

According to the decision, UPC Polska is allowed to take control over Aster under the condition it will resell a part of network belonging to Aster in the buildings where till now the services were provided by both companies. The transaction must be performed within 18 months from the date of its issuance and refers to the territory of Cracow and Warsaw

On 7th Decemeber 2010 UPC applied to UOKiK for granting the consent to take control over Aster. Both companies provide chargeable cable tv services, access to the braodband Internet and the stationary telephony. As the combined turnover of undertakings participating in the transaction exceeded the equivalent of EUR 1 billion, the concentration was subject to notification to the President of the Office of Competition and Consumer Protection.

During the antimonopoly proceedings, the Office noticed that Aster and UPC Polska were visibly the two most powerful undertakings providing chargeable cable tv services in Cracow and Warsaw. It is confirmed most of all by combined market share of the two companies, ranging from 50 to 60 percent in each of the cities, which is much more than assumed in the antitrust law (40 percent refers to obtaining a dominant position). According to the antitrust authority, the transaction would result in a significant restriction of competition on the market of chargeable television and the access to the stationary broadband Internet in the area of the two cities, which would definitely be harmful to the recipients. The concentration may result in a situation where the acquiring entity may become a dominant entity and thus could provide less favourable offers than before (in particular by resigning from fight for attracting customers with a competitive offer). Furhermore, the entity would not run the risk of losing its own subscribers. Having conducted the market enquiry, in which the Office examined opinions of competitors and housing associations, and armed with the evidence collected in the case, the President of UOKiK issued a conditional consent.

According to the decision, UPC Polska is allowed to take control over Aster under the condition it will resell a part of network belonging to Aster in the buildings where till now the services were provided by both companies. The transaction must be performed within 18 months from the date of its issuance and refers to the territory of Cracow and Warsaw. The resale must cover the undertakings out of the capital group of the acquiring entity, after obtaing the acceptance of UOKiK. Taking into consideration the technical aspects of the concentration and the consumer welfare, the President of the Office additionally committed UPC Polska to provide subscribers with services of the right quality and continuity at the time of transaction performance. Moreover, after the concentration, the customers of Aster in the building where the service is provided also by UPC Polska, shall be vested the right to choose the provider once again, regardless of the conditions of agreements concluded with Aster before.

The acquiring undertaking was obliged to provide the Office with information on the way of fulfilling the imposed commitment in the time limits specified in the decision. The decision is not final. The entity may lodge an appeal to the Court of Competition and Consumer Protection.

When assessing the concentration, the President of the Office may prohibit the transaction, issue a consent to the implementation of the concentration, or make it conditional upon the fulfilment of additional obligations by the undertaking. Since the year 2004, this has been the 13^th decision obliging the undertaking notifying a transaction to fulfil commitments. This year this is the second case (out of 101 issued decisions) when the green light is given upon the fulfilment of specified obligations by the undertakings.

Additional information for media:
Małgorzata Cieloch, Spokesperson for UOKiK
Department of International Relations and Communication
Pl. Powstańców Warszawy 1, 00-950 Warszawa
Tel. 22 827 28 92, 55 60 314
faks 22 826 11 86
E-mail: malgorzata.cieloch@uokik.gov.pl