Commission Decision No. 29-M-026/2018:
Acquisition by AXA S.A. through Camelot Holdings Ltd.
of Sole Control over XL Group Ltd.
The transaction consists in the proposed acquisition by AXA Société Anonyme (AXA S.A.), through its wholly-owned subsidiary, Camelot Holdings Ltd. (Camelot), of sole control over XL Group Ltd. (XL Group). The Merger Agreement provides that, subject to the satisfaction or waiver of certain conditions set forth therein, Camelot will merge with and into XL Group, with XL Group surviving the merger as a wholly owned subsidiary of AXA.
The Decision is rendered based solely on the facts and circumstances of the transaction disclosed by AXA S.A. and XL Group Ltd. and without prejudice to the Commission’s authority to issue a separate decision on the parties’ alleged violation of the compulsory notification requirements under Section 17 of the Philippine Competition Act and Section 2.1 of the Philippine Competition Commission Rules on Merger Procedure.