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Case No COMP/M.4942 - NOKIA / NAVTEQ

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Case No COMP/M.4942 - NOKIA / NAVTEQ EN This text is made available for information purposes only. A summary of this decision is published in all Community languages in the Official Journal of the European Union. Case No COMP/M.4942 - NOKIA / NAVTEQ Only the English text is authentic. REGULATION (EC) No 139/2004 MERGER PROCEDURE Article 8 (1) Date: 02/VII/2008 COMMISSION OF THE EUROPEAN COMMUNITIES Brussels, 02/VII/2008 C (2008) 3328 PUBLIC VERSION COMMISSION DECISION of 02/VII/2008 declaring a concentration to be compatible with the common market and the EEA Agreement (Case No COMP/M.4942 - NOKIA/ NAVTEQ) COMMISSION DECISION of 02/VII/2008 declaring a concentration to be compatible with the common market and the EEA Agreement (Case No COMP/M.4942 - NOKIA/ NAVTEQ) (Only the English text is authentic) (Text with EEA relevance) THE COMMISSION OF THE EUROPEAN COMMUNITIES, Having regard to the Treaty establishing the European Community, Having regard to the Agreement on the European Economic Area, and in particular Article 57 thereof, Having regard to Council Regulation (EC) No 139/2004 of 20 January 2004 on the control of concentrations between undertakings1, and in particular Article 8(1) thereof, Having regard to the Commission's decision of 28 March 2008 to initiate proceedings in this case, After consulting the Advisory Committee on Concentrations, Having regard to the final report of the Hearing Officer in this case, Whereas: I. INTRODUCTION (1) On 19 February 2008, the Commission received a notification of a proposed concentration pursuant to Article 4 and following a referral pursuant to Article 4(5) of Council Regulation (EC) No 139/2004 ("the Merger Regulation") by which the undertaking Nokia Inc. (United States of America) belonging to the group Nokia Corporation (together "Nokia", Finland) acquires within the meaning of Article 3(1)(b) of the Merger Regulation control of the whole of the undertaking NAVTEQ Corporation ("NAVTEQ", United States of America, "United States") by way of purchase of shares. (2) By Decision dated 28 March 2008, the Commission found that the notified operation raised serious doubts as to its compatibility with the common market and the European Economic Area Agreement ("EEA"). The Commission therefore initiated proceedings in this case pursuant to Article 6(1)(c) of the Merger Regulation. (3) On 9 April 2008, Nokia submitted its Reply to the Commission's Article 6(1)(c) Decision. 1 OJ L 24, 29.1.2004, p. 1. 2 (4) On 21 April 2008, the Commission provided Nokia with non-confidential versions of several key third-party submissions. (5) On 1 May 2008, Nokia submitted a general Response to the third-party submissions. (6) Nokia's replies were examined in-depth by the Commission and new factual elements were cross-checked with third parties. Further investigative measures were taken, in particular by sending out a second set of questionnaires to producers of mobile handsets, mobile network operators ("MNOs") and on-line providers of Location-Based Services ("LBS"). As an integral part of its in-depth investigation, the Commission carried out an empirical study which analyses the merged undertaking's incentives to engage in vertical foreclosure and the impact of the proposed transaction in the downstream market for the provision of navigation applications on mobile handsets and the downstream market for the provision of mobile handsets. The robustness of the study's conclusions was thoroughly tested. II. THE PARTIES (7) Nokia provides equipment, solutions and services for electronic communications networks. It is principally known as a manufacturer of handsets for mobile telephony ("mobile handsets"). Nokia also intends to develop mobile online services offered via its "OVI" portal, including so-called LBS. (8) NAVTEQ is a supplier of navigable digital map databases used in navigation devices and to provide a wide range of LBS. III. CONCENTRATION (9) On 1 October 2007, Nokia announced the signing of an agreement according to which it will acquire all shares and outstanding options in NAVTEQ. The acquisition will be made by North Acquisition Corp. (United States), a special acquisition vehicle and a wholly-owned subsidiary of Nokia Inc. (United States), the latter being a wholly-owned subsidiary of Nokia. On completion, North Acquisition Corp. will merge with NAVTEQ and cease to exist as a corporate entity and NAVTEQ will become a wholly-owned indirect subsidiary of Nokia. (10) As the proposed transaction confers sole control of NAVTEQ to Nokia, it constitutes a concentration within the meaning of Article 3(1)(b) of the Merger Regulation. IV COMMUNITY DIMENSION (11) The parties to the proposed concentration do not meet either of the alternative turnover thresholds set out in Article 1(2) and (3) of the Merger Regulation. NAVTEQ's aggregate Community-wide turnover does not exceed EUR 250 million and it does not have an aggregate turnover of more than EUR 25 million in three Member States. Therefore, the proposed transaction does not have a Community dimension within the meaning of Article 1 of the Merger Regulation. 3 V. ARTICLE 4(5) REFERRAL (12) The proposed transaction would have been capable of being reviewed under national merger control law in eleven Member States, [Business secrets]* (13) On 22 November 2007, the Commission received a reasoned submission by Nokia in which the company requested a referral to the Commission pursuant to Article 4(5) of the Merger Regulation. No Member State objected to the referral of the proposed transaction to the Commission. The proposed transaction was therefore deemed to have a Community dimension and has been examined by the Commission. VI RELEVANT MARKETS 6.1. Introduction (14) The proposed transaction is of a purely vertical nature, since it involves two companies operating at different levels in the supply chain. The proposed merger is a case of backward vertical integration in the sense that a producer of a good acquires its main provider of an important input. (15) The acquirer, Nokia, is principally active in the downstream market for the provision of mobile handsets. To an increasing extent, mobile handsets are used as navigation devices.2 In order to provide navigation functionality3 in its handsets, Nokia sources navigable digital map databases from the target company, NAVTEQ, and integrates them into the navigation software produced by the Nokia subsidiary, gate5 AG (Germany). A navigation application is currently pre-installed in a limited number of Nokia handsets (for example, Nokia's N95 handset) but in the future Nokia intends to pre-install navigation applications in a wide range of handsets. For navigation-enabled handsets * Parts of this text have been edited to ensure that confidential information is not disclosed; those parts are enclosed in square brackets and marked with an asterisk. 2 In addition to mobile handsets, there are three additional types of navigation devices: portable navigation devices ("PNDs" - also called Satellite Navigation Devices or SatNavs), personal digital assistants ("PDAs") and "in-dash" systems (the latter being navigation devices permanently installed in the dashboards of cars). Nokia does not produce PDAs or in-dash devices and has only a marginal presence in the market for PNDs. It currently produces [Business secrets]* and its market share is negligible. [Business secrets]* See the Reply by Nokia of 9 April 2008 to the Article 6(1)(c) Decision, page 24, and Nokia's Reply of 1 May 2008 to the Commission's request for information, page 2. Due to Nokia's marginal market presence, the downstream market for the provision of PNDs is not analysed in this Decision. 3 For the purposes of this Decision, the term navigation denotes the use of Global Positioning System technology ("GPS") to display the user's current position and provide turn-by-turn directions to guide the user to a destination in real time. Guidance is provided in visual form on the screen of the navigation device, usually complemented by voice guidance. In addition, re-routing ("back-on-track") functionality is usually provided. 4 without pre-installed navigation applications, Nokia provides map display and routing4 free of charge and turn-by-turn navigation on subscription.5 (16) Most manufacturers of mobile handsets do not produce navigation software in- house but purchase the integrated product (consisting of navigation software and a digital map database) from third-party providers for inclusion in their handsets. Alternatively, the bundled product may be purchased by MNOs and providers of internet-based6 navigation solutions which then offer navigation services to consumers on mobile handsets (server-based navigation services). The market for navigation software is therefore an intermediate market situated between the upstream markets (the provision of non-navigable or navigable digital map databases) and the downstream markets (the provision of navigation applications for mobile handsets and the provision of mobile handsets) in the vertical supply chain. (17) Nokia is active in the market for the provision of navigation software via its gate5 subsidiary. (18) In order to assess the proposed transaction's impact on competition, the upstream, intermediate and downstream markets must first be defined. 6.2. The Upstream Markets – Non-Navigable and Navigable Digital Map Databases 6.2.1. Definition of the relevant product markets Introduction (19) A digital map database is a compilation of digital data which typically includes (i) geographic information which contains the position and shape of each feature on a map (such as roads, railways, rivers and indications of land use), (ii) attributes which contain additional information associated with features on the map (such as street names, addresses, driving directions, turn restrictions and speed limits) and (iii) display information. Suppliers keep map data in a relational database which is not in itself a digital map7. The relational database is used by customers to generate digital maps and provide services based on map information.
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