EC clears acquisition of Porterbrook Leasing Company by OP Trust, Deutsche Bank, Lloyds Bank and BNP Paribas

The European Commission has cleared under the EU Merger Regulation the proposed acquisition of joint control of Porterbrook Leasing Company Limited and its subsidiaries (Porterbrook) of the UK by OP Trust Private Markets Group (OP Trust) of Canada, Deutsche Bank AG (DB) of Germany, Lloyds TSB Bank plc of the UK and Antin Infrastructure Partners FCPR, a UK investment fund controlled by BNP Paribas SA (BNP) of France.

After examining the case, the Commission concluded that the proposed operation would not significantly impede effective competition in the European Economic Area (EEA) or in any substantial part of it.

The joint acquisition of Porterbrook by DB, Lloyds and BNP was already authorised by the Commission on December 1st 2008, and through the proposed transaction, OP Trust would also acquire joint control over Porterbrook.

The Commission’s investigation revealed that OP Trust is not active in the same market as Porterbrook or in any rail industry or wider asset leasing industry in Europe and that it has no economic activity in the EU. The Commission therefore concluded that the proposed transaction would not raise competition concerns.

The principal business activities of the undertakings concerned are:

  • OP Trust: OP Trust was launched on January 1st 1995 to administer the OPSEU Pension Plan Trust Fund (the Plan), one of Canada's largest pension plans. It is subject to Ontario laws and regulations governing registered pension plans. It is administered through joint trusteeship between the Government of Ontario and OPSEU and has assets uder management of over €8.4 billion. OP Trust's role is to invest prudently and manage the Plan’s assets and ensure that members and retirees receive the pension benefits to which they are entitled.
  • Deutsche Bank (Public, FRA:DBK): DB is a global provider of financial services. It offers financial products and services for corporate and institutional clients along with private and business clients. Services include sales, trading and origination of debt and equity, risk management products such as derivatives, corporate finance, wealth management, retail banking, fund management and transaction banking.
  • Lloyds Bank (Public, LON:LLOY): the Lloyds group is a UK-based financial services group whose businesses provide a comprehensive range of banking and financial services in the UK and overseas.
  • Antin Infrastructure Partners AIP: AIP is an investment fund sponsored by BNP Paribas SA (Public, EPA:BNP), which is a French-based provider of banking and financial services. The investment fund has no other investments currently.
  • Porterbrook: Porterbrook is one of the three major British rolling stock leasing companies, which supply railway rolling stock and associated equipment to British passenger train operating companies and freight companies under operating leases. Through a number of wholly-owned subsidiaries, Porterbrook owns, leases and provides maintenance to its railway rolling stock fleet. It is not active outside Great Britain. OP Trust administers one of Canada's largest pension plans. DB, Lloyds and BNP are global providers of banking and financial services.