Decision CPC 28_2022

ΚΥΠΡΙΑΚΗ ΔΗΜΟΚΡΑΤΙΑ Decision CPC: 28/2022 Case Number: 08.05.001.022.018 THE CONTROL OF CONCENTRATIONS BETWEEN ENTERPRISES LAW No. 83(Ι)/2014 Notification of concentration concerning the acquisition of assets related to the International Private Medical Insurance business of Aetna Global Benefits (UK) Ltd from Allianz Partners SAS, through AWP Health & Life SA Commission for the Protection of Competition: Mrs. Loukia Christodoulou Chairperson Mr. Andreas Karidis, Member Mr. Panayiotis Oustas, Member Mr. Aristos Aristidou Palouzas, Member Mr. Polinikis Panayiotis Charalambides Member Date of decision: 28 April 2022 SUMMARY OF DECISION On the 13th of April 2022 the Commission for the Protection of Competition (hereinafter the “Commission”) received on behalf of AWP Health & Life SA (hereinafter the” AWP”) a notification of a proposed concentration. The notification was filed according to Section 10 of the Control of Concentrations between Enterprises Law 83(I)/14 (hereinafter the “Law”). The notification concerns a concentration, according to which Allianz SE (hereinafter the” Allianz” or the” Buyer”), via AWP intends to acquire the assets related to the International Private Medical Insurance business of Aetna Global Benefits (UK) Ltd (hereinafter the” Aetna” or “Target”). Companies participating at this merger are the following: AWP is a company duly registered under the laws of France and a wholly owned subsidiary of Allianz. AWP is authorized to create health, accident and life insurance policies. It also drafts medical and life contracts throughout the European Union based on the freedom to provide services. Allianz is a company duly registered under the laws of Germany. Allianz is the ultimate parent company of the Allianz Group, which is a multinational financial services provider primarily active in the insurance and asset management sectors. Target on this concentration are the assets related to the International Private Medical Insurance business of Aetna Global Benefits (UK) Ltd, a company incorporated under the laws of England and Wales that is a provider of international private medical insurance (DIIA). Specifically, the assets include personal and group insurance policies for people who want/need access to private healthcare in more than one country. The concentration under consideration takes place on the basis of the Assets Purchase Agreement dated March 3, 2022, between Aetna and AWP. Based on the above, Aetna, Aetna Health Insurance Company of Europe DAC, Aetna Insurance Company Ltd and its Singapore branch, Aetna Life & Casualty (Bermuda) Ltd and Aetna Insurance (Hong Kong) Limited (together the "Transferors", as defined in Headings of Terms (the “EO”) of an exclusivity letter (the “Exclusivity Letter” in connection with the Transaction entered into between Allianz Partners and Aetna on January 27, 2022) will transfer assets related to the DIIA business (international private health insurance) from Aetna, including: a) of the intellectual property rights of the Transferors necessary for the purposes of the migration of the existing medical policies (medical policies) taken out by the Transferors (the "Medical Policies") and of the existing medical policies taken out through the partner arrangements fronting partners of the Transferors (the "Fronted Policies"), b) customer lists of the Transferors, customer relationship management data and claim level data (customer lists, customer relationship management data and claim level data), c) exclusive introduction rights to customers, distributors, third party administrators, fronting partners and other partners of the Transferors, as well as certain employees of the Transferors (the "Employees") and d) any other assets to be agreed. Along with the Asset Purchase Agreement, the Parties entered into a Data Sharing Agreement (hereinafter the "Data Sharing Agreement"). Such agreement will govern the terms under which confidential and personal data will be shared between transferors and AWP to contact Aetna customers to make introductions. Following completion of the transaction, Allianz will indirectly, through its subsidiary AWP, have sole control over the Target Assets. The Commission, taking into account the facts of the concentration, has concluded that this transaction constitutes a concentration within the meaning of section 6

(1)(a)(ii) of the Law, since there is a change in control, where Allianz's will now have the exclusive control over a business segment that constitutes the Target. Furthermore, based on the information contained in the notification, the Commission found that the criteria set by section 3

(2)(a) of the Law were satisfied and therefore the notified concentration was of major importance falling within the scope of the Law. The Commission has concluded that the relevant product / service market in the present concentration is the market of providing international private medical insurance. Additionally, the Commission concluded that the geographical market is defined, for the relevant market under reference, as that of the territory of the Republic of Cyprus. According to the details of the notification, the activities of Allianz (including its subsidiaries) and those of the Target Assets overlap and a horizontal overlap is created between the activities of Allianz and the Target Assets in relation to DIIA in Cyprus. The combined market share of the Parties in international private medical insurance in Cyprus in 2020 is less than 5% concluding to not having affected market results from the horizontal overlap of the activities of the participating companies, as defined in Appendix I of the Law. According to the participants, the Transaction will not result in any significant vertical relationships between the operations of Allianz (including those of its subsidiaries) and the business of the Target Assets in Cyprus. In addition, no other markets arise which could be significantly affected by the notified concentration. Taking into account the above, the Commission concludes that in this concentration no affected market is created based on Annex I of the Law. In addition, there are no other markets in which the notified concentration may have a significant effect. The Commission, on the basis of the factual and legal circumstances, unanimously decided that this concentration does not create or strengthen a dominant position as there is no affected market and therefore the concentration does not raise serious doubts as to its compatibility with the operation of the competition in the market. Therefore, the Commission, acting in accordance with section 22 of the Law, unanimously decided not to oppose the notified concentration and declare it as being compatible with the operation of the competition in the market. Loukia Christodoulou Chairperson of the Commission for the Protection of Competition

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