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The Competition Commission of India approves the acquisition of approximately 16.80 percent equity shareholding in SNV Aviation Private Limited by PI Opportunities Fund-I Scheme-II, Claypond Capital Partners Private Limited, 360 ONE Private Equity Fund, and certain executives of PI Opportunities Fund through a primary subscription. The combination involves a vertical relationship between Akasa Air and Navan Labs India Private Limited, alongside complementary linkages with 360 ONE group services. The Commission approves the combination under Section 31(1) of the Competition Act, 2002 after determining that the transaction does not cause an appreciable adverse effect on competition in India.
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COMPETITION COMMISSION OF INDIA Combination Registration No. C-2025/02/1245
15th April 2025
Notice under Section 6(2) of the Competition Act, 2002 jointly given by PI Opportunities Fund-I Scheme-II, 360 ONE Private Equity Fund, Claypond Capital Partners Private Limited, Manoj Kumar Jaiswal, Nikhil Tambolkar, Tekkethalakal Kurien Kurien, Rajiv Eyunni, Saravanan Nattanmai, Kaveesh Chawla, Prakash Chellam, Ajitesh Nair, Rahul Bajpai, Mukesh Lodha, Anuj Khandelwal, Shekhar Mehta and Vardaan Ahluwalia
CORAM:
Ms. Ravneet Kaur Chairperson
Mr. Anil Agrawal Member
Ms. Sweta Kakkad Member
Mr. Deepak Anurag Member
Order under Section 31(1) of the Competition Act, 2002
On 19th February 2025, the Competition Commission of India (Commission) received a notice (Notice) under sub-section (2) of Section 6 of the Competition Act, 2002 (Act) jointly given by PI Opportunities Fund-I Scheme-II (PIOF), Manoj Kumar Jaiswal (Manoj), Claypond Capital Partners Private Limited (Claypond), 360 ONE Private Equity Fund (360 Fund), through its schemes or affiliates, acting through its investment manager, 360 ONE Alternates Asset Management Limited (360 AAML) [hereinafter, 360 Fund and 360 AAML are collectively referred to as the '360 ONE', and PIOF, Manoj, Claypond and 360 ONE are collectively referred to as the 'Acquirers'].
The Notice was filed pursuant to the execution of the Securities Subscription Agreement amongst SNV Aviation Private Limited (Akasa Air/Target), PIOF, and 13 executives of PIOF (collectively referred to as 'PI Executives$^1$'); Securities Subscription Agreement between Akasa Air and Claypond; Securities Subscription Agreement between Akasa Air and 360 ONE AAML; and Amended and Restated Shareholders' Agreement amongst, inter alios, Akasa Air, PIOF (including PI Executives), Claypond and 360 ONE, each dated 5th February 2025.
The Proposed Combination envisages collective acquisition of approximately 16.80% equity shareholding, on a fully diluted basis, in Akasa Air by PIOF [8.32%], PI Executives in their individual capacities [collectively, 0.16%], Claypond [1.90%] and 360 ONE [6.42%] by way of a primary subscription.
In terms of Regulation 14 of the Competition Commission of India (Combinations) Regulations, 2024, vide letter dated 5th March 2025, certain information and clarifications were sought from the Acquirers. The Acquirers submitted the response dated 12th March 2025, after seeking an extension of time. Since the response was not complete, another letter was issued on 20th March 2025 and the response dated 27th March 2025 was furnished, after seeking an extension of time. In addition to the above, voluntary submissions dated 24th February 2025 and 8th April 2025 were also furnished.
In response to the letter dated 5th March 2025, all PI Executives (except Manoj, who was already a notifying party) became notifying parties to the Notice and are thus, Acquirers for the purpose of the Proposed Combination [hereinafter, Acquirers and Akasa Air are collectively referred to as the 'Parties'].
$^1$ Manoj, Nikhil Tambolkar, Tekkethalakal Kurien Kurien, Rajiv Eyunni, Saravanan Nattanmai, Kaveesh Chawla, Prakash Chellam, Ajitesh Nair, Rahul Bajpai, Mukesh Lodha, Anuj Khandelwal, Shekhar Mehta and Vardaan Ahluwalia.
PIOF is a closed-end fund, established as a trust under the Indian Trust Act, 1882 and registered as an Alternative Investment Fund (AIF) with the Securities and Exchange Board of India (SEBI). PIOF is managed by PI Investment Advisory LLP, as a delegate of the trustee, Hashim Premji Private Limited. PIOF is indirectly controlled by Mr. Azim Premji and is an affiliate of Premji Invest, which is the private equity and venture capital investment arm of the Premji Foundation. The investments by Mr. Azim Premji and the Premji Foundation are referred to as the 'Premji Invest Group'.
Claypond is an affiliate of the Pai Family group. MEMG Family Office LLP (MEMG) holds 100% share capital in Claypond. The Pai Family, by virtue of being the ultimate beneficiary of MEMG, is the ultimate beneficiary of Claypond. Claypond is engaged in the business of investment advisory, investment management, portfolio management, financial consulting, management consulting, and to render all other services as are usually rendered by investment advisors. The Pai Family comprises Dr. Ranjan Pai, Mrs. Shruti Pai, Ms. Sanya Pai, and Ms. Rhea Pai and the bloodline descendants of Ms. Sanya Pai and Ms. Rhea Pai.
The 360 Fund is registered with the SEBI as a Category II AIF and is established for the purpose of investing in various sectors in India and worldwide. The 360 Fund is managed by its investment manager, 360 AAML. 360 AAML is a wholly-owned subsidiary of 360 ONE WAM Limited (360 OWL). It provides investment management services to Category I and Category II AIFs of the 360 ONE group and also undertakes portfolio management services.
Akasa Air, incorporated in 2020, is engaged in the business of providing domestic scheduled air passenger transport services, international scheduled air passenger transport services, air cargo transport services, and allied services, including in-flight sales. Akasa Air has a wholly-owned subsidiary, WingWorld Ground Services Private Limited (WingWorld). WingWorld does not currently have business operations but is expected to provide services related to ground handling of airplanes.
The Acquirers have considered overlaps between the business activities of Target (including its subsidiaries, associates and affiliates) vis-à-vis the activities of (i) Premji Invest/Premji Invest Group and their affiliates, (ii) PI Executives and their affiliates, (iii) Pai Family group and their affiliates and (iv) 360 ONE group and their affiliates, in India.
Based on the information provided in the Notice, one of the portfolio companies of Premji Invest Group, namely Navan Inc., is present in India through its subsidiary, Navan Labs India Private Limited (Navan). Navan is engaged in the business of providing tickets/ seats offered by airlines on domestic and international routes through its online end-to-end travel management platform for corporate bookings. Navan has an existing business relationship with Akasa Air that allows them to access the ticket inventory of the domestic and international flights operated by Akasa Air, for further sale by Navan to the employees of their corporate and institutional customers. Accordingly, there is an existing vertical relationship in the market for the provision of domestic and international passenger air transportation services in India by Akasa Air (upstream) and the market for the provision of travel agency services (and its segments) in India by Navan (downstream).
It is also submitted that affiliates of 360 ONE group are engaged in the (i) distribution of general insurance products, including travel insurance, and (ii) business of providing baggage delivery services. These may be considered as a complementary linkage with the business activities of Akasa Air.
The Commission decided to leave the delineation of the relevant market open, as it was observed that the Proposed Combination is not likely to cause appreciable adverse effect on competition in any of the plausible relevant market(s) in India.
Based on the submissions of the Acquirers, the Commission noted that the market share of Akasa Air in the market for both domestic and international passenger air travel is in the range of [0-5]% and of Navan in the market for travel agency services including its segments/sub-segments is insignificant. Thus, it appears that the vertical relationship is not likely to foreclose competition. With regard to complementary linkages, the Commission noted that these linkages are also not such as to raise competition concerns.
Considering the material on record, including the details provided in the Notice and the assessment of the Proposed Combination based on the factors stated in Section 20(4) of the Act, the Commission is of the opinion that the Proposed Combination is not likely to have appreciable adverse effect on competition in India. Therefore, the Commission approves the Proposed Combination under Section 31(1) of the Act.
This order may be revoked if, at any time, the information provided by the Acquirers is found to be incorrect.
The information provided by the Acquirers shall be treated as confidential in terms of and subject to provisions of Section 57 of the Act.
The Secretary is directed to communicate to the Acquirers accordingly.
