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Avenue India Emergence Pte. Ltd. and Mavco Investments Private Limited propose to acquire 100 percent of the shares in MHM Holding GmbH. The acquirers execute a share purchase agreement and subsequently incorporate a joint venture company in India to acquire the shares and infuse cash for debt repayment. The target operates in the printing ink and chemicals industry through Hubergroup. The acquirers and the target do not have horizontal overlaps or vertical linkages in India. The parties notify the transaction under the green channel route.
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Ask about this competition order
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Summary in terms of Regulation 13(2) of the Competition Commission of India (Combinations) Regulations, 2024 (as amended)
A. Name of the parties to the combination
(a) Acquirers: Avenue India Emergence Pte. Ltd. (“Avenue”) and Mavco Investments Private Limited (“Mavco”).
(b) Target: MHM Holding Gesellschaft mit beschränkter Haftung (GmbH).
B. Nature and purpose of the combination
Pursuant to the Share Purchase Agreement executed between MHM Beteiligungsgesellschaft mbH (“Seller 1”), MHM Vermögensverwaltungs GmbH (“Seller 2”) (together, the Sellers), Mavco and Avenue dated 8 and 9 November 2024 (“SPA”), Avenue and Mavco had agreed to be severally responsible to acquire 100% of the shares (“Sold Shares”) in MHM Holding GmbH (Target) from the Sellers. The said signing of the SPA is Step-1 to the Proposed Transaction. In the subsequent steps, Avenue and Mavco would incorporate a joint venture company (to be incorporated in India), i.e., JV – India NewCo (“JV Co”) and assign their rights under the SPA to the joint venture company. The JV Co shall pay the cash consideration for the Sold Shares to the Sellers and also infuse cash consideration as new capital into the Target for repayment of its existing debt (“Proposed Transaction”).
Products, services and business(es) of the parties to the combination
Acquirers
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Avenue is indirectly held by certain funds owned and / or controlled by the Avenue Capital Group. The firm is primarily focused on specialty lending, opportunistic credit and other special situations investments in the United States, Europe and Asia. Headquartered in New York, with three offices across Europe, four offices throughout Asia, an office in Silicon Valley and an office in Abu Dhabi, the firm manages assets estimated to be approximately $12.2 billion. Avenue is a Singapore incorporated company and does not have any direct presence in India.
Mavco is a recently formed private limited company held by certain individuals and trusts as its shareholders.
Target
MHM Holding GmbH, i.e., the Target, is the parent company of Hubergroup, a global player in the printing ink and chemicals industry. It provides sustainable and innovative solutions for various printing applications and chemicals, with a sustainable footprint in growth markets such as Asia and India. Hubergroup’s Chemical Division’s operations encompass the production and distribution of colorants/pigments, resins, additives/bonding agents, and laminating adhesives, serving both internal needs and third-party clients. The Printing Solution Division of Hubergroup is engaged in the manufacture and distribution of printing inks for sheetfed/UV, flexographic, and gravure printing, with presence in key markets such as Europe, India, and Italy. Its core manufacturing plants are located in Germany, Poland, Italy, and India, supported by research centers in Italy (for printing solutions) and India (for chemicals) that drive innovation.
Respective markets in which the parties to the combination operate
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There are no horizontal overlaps and / or actual and potential vertical or complementary linkages between the activities of the Target (including its affiliates) in India on the one hand, and the Acquirers (including their affiliates) in India, on the other hand.
Therefore, the Proposed Transaction is being notified under the green channel route under Regulation 5A(1) read with Schedule III of the Competition Commission of India (Combination) Regulations, 2024.
