PCC Case No. M-2018-002 (MAO Case No. M-39-2017)
PCC Case No. M-2018-002 (MAO Case No. M-39-2017)
M-39-2017)
Facts:
There has been a proposed acquisition of Chelsea Logistics Holdings Corporation of shares in
KGLI-NM Holdings, Inc. and gain majority of ownership or 52.98% over 2GO Group.
Chelsea’s subsidiaries:
a. Chelsea Shipping Corp
b. Starlite Ferries
c. Worklink Services, Inc.
d. Trans-Asia Shipping Lines, Inc.
While KGLI-NM Holdings, Inc. is a domestic corporation borne out of strategic partnership
between Negros Holdings and Management Corp and KGL Investment BV, a private liability
company organized under the laws of Netherlands. KGLI-NM was created solely to own shares
in Negros Navigation Company, Inc. Negros Holdings is the UPE of KGLI-NM. One of Negros
Navigation’s subsidiaries is 2GO Group, Inc.
The relevant geographic market is Visayas Region. The relevant market product is
containerized cargo shipping and breakbulk cargo shipping, long-haul and short-haul passenger
shipping.
Held:
The commission finds post-transaction will results to monopoly. Further, there will likely be
substantial lessening of competition as no other entity provides or will provide a sufficient
competitive constraint on the parties.
The acquisition eliminates competitor that was previously source of competitive constraint.
There is a strong likelihood of price increase. Barriers to entry are high due to high market
concentration. Entry into the relevant market will not be timely, likely, and significant such that a
new entrant will not serve as a competitive constraint to the parties.
The ownership by Udenna through Chelsea of Trans-Asia gives rise to the horizontal overlaps
with 2GO which result in the finding of substantial lessening of competition.