On June 11, 2024, the CCI approved the transaction involving BlackRock Funding, Inc. (‘BFI/Acquirer’) for the acquisition in Global Infrastructure Management, LLC (‘GIM/Target’) (the Acquirer and the Target are collectively referred to as the ‘Parties’). [1]
Description of Transaction and Parties
On March 13, 2024, a Notice was filed before the CCI by the Acquirer pursuant to the agreement entered by and between, inter alia, BFI, BlackRock, Inc. (‘BlackRock’), Banana Merger Sub, Inc. (together, the ‘BlackRock Parties’), and GIM on January 12, 2024 (‘Transaction Agreement’).
The Proposed Combination (as defined below) involves:
i. Acquisition of 100% of the limited liability company interests in GIM by BFI from its direct owners in accordance with the Transaction Agreement; and
ii. Following an internal reorganisation, BFI becoming the ultimate parent company for the BlackRock group and being a public company listed on the New York Stock Exchange (‘NYSE’) (collectively referred to as the ‘Proposed Combination’).
Acquirer: BFI is a wholly owned subsidiary of BlackRock, which is a public company listed on the NYSE, and is active in global investment management, risk management and advisory services to institutional and retail clients. BlackRock has an indirect presence in India through its managed funds holding shares in companies operating in India.
Target: GIM, headquartered in New York City, is a global independent infrastructure fund manager, managing investment funds operating under the trading name Global Infrastructure Partners (‘GIP Funds’). GIM also has an indirect presence in India through GIP Funds holding shares in companies operating in India.
Overlaps and Assessment by CCI
Horizontal Overlaps: The CCI noted that the activities of BlackRock Parties and GIM overlap horizontally in the broader segment of asset management services. Further, the activities of BlackRock portfolio companies and GIM portfolio companies exhibit horizontal overlaps in the broader segments of power generation and passive telecommunication infrastructure services.
Vertical Overlaps: The CCI noted vertical overlaps considering the upstream segment of engineering, procurement, and construction (‘EPC’) solutions in the power generation segment vis-a-vis the downstream segment of power generation and the upstream segment of provision of solar modules vis-a-vis the downstream segment of solar power generation.
Assessment:
The CCI examined these segments and found that:
i. Asset Management Services: Both BlackRock and GIM provide investment products, with the overlap primarily in the private equity segment. However, their combined market share in India is estimated to be less than 5%, with significant competition from other large global players ensuring the market remains competitive; and
ii. Power Generation and Telecom Infrastructure: Horizontal overlaps exist in power generation and passive telecom infrastructure services. Vertical overlaps include EPC solutions for power generation and supply of solar photovoltaic modules. However, the presence of the BlackRock and GIM Portfolio Companies in these segments was found to be insignificant to cause any change in competition dynamics.
Thus, the CCI concluded that the Proposed Combination is unlikely to result in an appreciable adverse effect on competition in India. Therefore, in the absence of any competition concerns, the CCI approved the Proposed Combination.
[1] BlackRock Funding, Inc./Global Infrastructure Management, LLC (Combination Registration No. C-2024/03/1121).