The European Commission has fined Canon €28 million after finding that it had partially implemented an acquisition of Toshiba Medical Systems Corporation (“TMSC”) before merger control notification.

The EU operates a compulsory notification system, meaning parties must notify the European Commission of plans to merge before the transaction is completed.

In this scenario, TMSC had been sold to an interim buyer in a process known as “parking” or “warehousing”, before Canon acquired a 100% shareholding through the exercise of an option.

The European Commission has found that both steps in the transaction constituted a single notifiable merger, and Canon had therefore failed to notify the European Commission when it should have.

The European Commission’s press release can be found here.

Please contact Tim Cowen if you have any questions.