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Author Topic: Hitachi to buy Thales's signalling business unit  (Read 3255 times)
stuving
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« on: August 04, 2021, 14:51:56 »

As rumoured for some time, the bit of Thales that does signalling - called Ground Transportation Systems - is to be sold, and (subject to the usual stuff) Hitachi has agreed to buy it. This is Thales's news release:
Quote
Thales enters into agreement in view of selling its Ground Transportation Systems business to Hitachi Rail

  • Entry into exclusive negotiations with Hitachi Rail on the sale of “Ground Transportation Systems” business, for an enterprise value of € 1,660 million
  • Compelling valuation reflecting effective turnaround
  • Reinforcement of Thales's strategic focus on 3 long-term growth markets: Aerospace, Defense & Security, Digital Identity and Security, driving accelerated EBIT margin accretion and further deleveraging
  • Combined GTS and Hitachi Rail business to be positioned as a global leader in the rail signaling market
  • Employee representative bodies of both Thales and Hitachi Rail are being consulted on this project, which is also subject to usual closing conditions

Thales (Euronext Paris: HO (Model Railway, 3.5mm to 1 foot scale)) and Hitachi Rail announce today that they are entering into exclusive negotiations on the sale of Thales’s Ground Transportation Systems Global Business Unit (“Ground Transportation Systems” or “GTS”) for an enterprise value of € 1,660 million.

With around 9,000 employees at the end of 2020, Ground Transportation Systems is a global leader in Rail Signaling and Train Control Systems, Telecommunications and Supervision systems and Fare collection solutions, key technologies for a more sustainable mobility. Around 8 billion passengers benefit from GTS’s rail technologies every year.

Thanks to the engagement of GTS employees and, more globally, of Thales’s management team, the business achieved a remarkable turnaround over the past 5 years, delivering in 2020 and H1 2021 its best financial performance of the past 7 years, in spite of the Covid-19 crisis.

Thanks to the strong technical, geographical and commercial complementarities between Hitachi Rail and Ground Transportation Systems, the combination will create a leading rail signaling provider with a broader product offering and stronger capabilities to meet customer demand around the world. In addition, it will offer GTS’s employees enhanced professional opportunities. The combined strength of Hitachi and GTS’s digital expertise will also help Hitachi Rail to accelerate its Mobility as a Service (“MaaS) offering.

Through this transaction, Thales reinforces its strategic focus on 3 long-term high technology growth markets: Aerospace, Defense & Security, and Digital Identity & Security. Each of its businesses is an industry leading pure player focused on intelligent systems and digital solutions, able to sustainably deliver double-digit EBIT margins. This move enables the Group to now target an EBIT margin of 12% in the medium-term.

The transaction will also strengthen Thales’s balance sheet and provide substantial cash optionality.

So I guess we'll have to learn (eventually) to talk about Hitachi's axle counters and SelTrac.

I've not heard yet how this will affect the place I used to work, which (since I left) started to do some work in support of GTS. It's not part of GTS, but does "research and technology" [development] as part of UK (United Kingdom) group headquarters.
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stuving
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« Reply #1 on: October 15, 2022, 19:01:14 »

Quote
The initial period defined in section 34ZA(3) of the Act in relation to the Merger will therefore commence on the first working day after the date of this notice, ie on 17 October 2022. The deadline for the CMA to announce its decision whether to refer the Merger for a Phase 2 investigation is therefore 9 December 2022.

And lo and behold, this morning we get the CMA's initial thoughts. The key bit is:
Quote
The Competition and Markets Authority (CMA) is concerned that the deal between Hitachi and Thales could eliminate a credible competitor from the new tendering process for mainline signalling, just when both firms are expected to offer much-needed additional competition.

In urban signalling, Thales has a strong position within the UK (United Kingdom) market, as the largest provider of Communication Based Train Control (CBTC (Communications-based train control)) signalling projects for Transport for London (TfL» (Transport for London - about)) services. While Hitachi has a much smaller position in the UK at present, it is one of a limited number of rivals with the capabilities to challenge Thales for these projects in future.

The resulting loss of competition across both mainline and urban signalling markets could increase costs for Network Rail and TfL and have an adverse knock-on effect on taxpayers and passengers.

Hitachi now has an opportunity to submit proposals to resolve the CMA’s concerns or the deal will face a more thorough Phase 2 investigation.

And the specific question they are setting Hitachi is:

Quote
The CMA’s competition concerns relate to the provision of:
  •     automatic train protection systems compliant with the European Train Control System (ETCS (European Train Control System)) standard, and interlockings, both of which are installed along mainline railway lines.
  •     operation and control systems, which are IT solutions designed to ensure the overall management of mainline rail networks.
  •     communication Based Train Control (CBTC) metro signalling systems, which are used across London Underground.

Given the use of CBTC signalling systems across all of London’s metro lines, the CMA focused part of its investigation on the capital and how Hitachi and Thales will compete for signalling systems there in the future.

Hitachi and Thales have until 16 December to submit proposals to address the CMA’s competition concerns. The CMA would then have until 23 December to consider whether to accept these in principle or refer the deal for an in-depth phase 2 investigation.

Isn't the timing bizarre? They wait a year and then demand an answer in a week!

I'm also wondering if this is an extension of the basis of merger assessments, to the removal of a competitor which had negligible presence in the British market but the CMA and ORR» (Office of Rail and Road formerly Office of Rail Regulation - about) were wistfully hoping might provide some in the future. Or have they been doing that for ages?
« Last Edit: December 09, 2022, 15:06:28 by stuving » Logged
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« Reply #2 on: October 16, 2022, 07:00:47 »

Looks like Hitachi is going to be a strong competitor to Siemens in many fields of railway systems, rolling stock and equipment.
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stuving
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« Reply #3 on: December 10, 2022, 12:40:12 »

I've just spotted that my post of yesterday went in as an edit on the previous one for October. Presumably I clicked on "Modify" by mistake instead of "Quote" - easy enough to do; less so undo it afterwards.

Anyway, following yesterday's last-minute heckling by the CMA, Hitachi/Thales have tried making reassuring noises:
Quote
Thales (Euronext Paris: HO (Model Railway, 3.5mm to 1 foot scale)) and Hitachi have been making steady progress towards the completion of the proposed acquisition by Hitachi Rail of Thales’s Ground Transportation Systems (GTS) business. Since the project was announced in August 2021, the two Groups have secured more than 2/3 of the regulatory approvals necessary for the transaction to proceed, including achieving merger clearances in 9 out of the 13 required jurisdictions. Hitachi Rail is currently in discussion with the European Commission’s Directorate-General for Competition (DG Competition) with a view to securing approval of the transaction in the European Union. ​

On 9 December, the UK (United Kingdom)’s Competition and Markets Authority (CMA) announced its intention to open a “Phase II” review of the transaction. The parties are reviewing the decision, but, as a result, it is now likely that the closing of the transaction will occur in the second half of 2023, instead of early 2023.

Thales and Hitachi Rail strongly believe in the competitive benefits of the transaction, which will deliver value for customers in the rail signalling and mobility sectors in the UK, Europe and globally. The two companies remain committed to working with all regulatory bodies to ensure the successful close of the transaction as soon as possible.

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« Reply #4 on: December 10, 2022, 17:20:29 »

I've just spotted that my post of yesterday went in as an edit on the previous one for October. Presumably I clicked on "Modify" by mistake instead of "Quote" - easy enough to do; less so undo it afterwards.

It IS theoretically possible for me to dig through backups for up to a week after a post has been altered and restore the content.  But it may/would take significant time for an individual post, especially (as I am for this week) from a slow partial connection away from home.   Please advise if this is a key post that 'cannot' be lost ...
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stuving
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« Reply #5 on: December 10, 2022, 18:23:44 »

I've just spotted that my post of yesterday went in as an edit on the previous one for October. Presumably I clicked on "Modify" by mistake instead of "Quote" - easy enough to do; less so undo it afterwards.

It IS theoretically possible for me to dig through backups for up to a week after a post has been altered and restore the content.  But it may/would take significant time for an individual post, especially (as I am for this week) from a slow partial connection away from home.   Please advise if this is a key post that 'cannot' be lost ...

Hardly!
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stuving
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« Reply #6 on: December 23, 2022, 18:22:03 »

...following yesterday's last-minute heckling by the CMA, Hitachi/Thales have tried making reassuring noises

... but the CMA are not for reassuring. Their next move is to announce a phase 2 inquiry:
Quote
Phase 2

Administrative timetable

The administrative timetable will be published on the case page as soon as is practical.

Referral date: 23 December 2022
Statutory deadline: 8 June 2023

Terms of reference

23 December 2022: The CMA has referred the anticipated acquisition by Hitachi Rail, Ltd of Thales SA’s Ground Transportation Systems Business, for an in-depth investigation.

The terms of reference document still talks about "whether the creation of that situation may be expected to result in a substantial lessening of competition within any market or markets in the United Kingdom for goods or services", despite saying in their previous words that up to now Thales was only a significant competitor in urban rail systems [CBTC (Communications-based train control)], and Hitachi not at all.
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stuving
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« Reply #7 on: June 10, 2023, 00:00:05 »

And the saga goes on ... to the next round. The CMA have announced a provisional decision that the merger/takeover would be harmful:
Quote
Overall, the Inquiry Group provisionally concluded that the merger is likely to reduce choice, options, and competition in markets where there are only very few competitors and could lead to worse outcomes for Network Rail and London Underground with an adverse knock-on effect on passengers and taxpayers.

Stuart McIntosh, chair of the independent Inquiry Group, said:

    UK (United Kingdom) railway networks spend millions of pounds each year maintaining and upgrading signalling systems which ensure transport networks run smoothly and passengers remain safe. Healthy competition in this market is essential to support innovation as well as to keep costs down.

    We have provisionally found that, should the Merger go ahead, it would reduce the number of signalling suppliers in what is already a highly concentrated industry, and the resulting loss of competition could leave transport networks and passengers worse off.

    We will now consult on our findings and on how Hitachi and Thales might address our concerns, in a way that protects passengers and delivers the government’s objective for a more reliable, efficient and modern railway.

The CMA will now consult on its provisional findings and potential remedies to ensure competition is protected in the supply of both digital mainline and urban signalling in the UK. This could range from requiring Hitachi or Thales to sell parts of their existing businesses to prohibiting the Merger altogether.

The only new thing I can see is that they now identify Hitachi as an existing supplier of urban railway signalling systems in the UK, on the basis of a contract for the Glasgow Subway (with what was Ansaldo STS at the time). There will now be a three week consultation.
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stuving
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« Reply #8 on: September 28, 2023, 10:21:52 »

There were several toings and froings over the summer, along the lines of Hitachi proposing "what we'll do if the CMA confirm their initial decision to block the takeover" and the CMA saying that would probably do the trick - all very conditional. At the same time, eleven relevant jurisdictions have seen no problems and just one - the EC - has said they have concerns about the competitive position in France and Germany, where both Thales and Hitachi (Ansaldo) are major suppliers. Hitachi withdrew that application, and have now resubmitted with the same divestment plan added.

This is from Reuters last week:
Quote
"The proposed remedy includes the divestment of our mainline signalling business in France and Germany," the spokesperson said, confirming a Reuters story published last week.

The EU» (European Union - about) antitrust enforcer has set a Nov. 6 deadline for its decision.

The offer to the EU is similar to that offered to the UK (United Kingdom) competition agency which includes selling Hitachi Rail's UK, French and German mainline signalling business, a person with direct knowledge of the matter had told Reuters.


That last bit is based on the CMA's announcment in August that it accepted the "interim undertakings", and it had stopped thinking of Hitachi as a credible CBTC (Communications-based train control) supplier (in their "Addendum Provisional Findings Report"):
Quote
For the reasons set out in this addendum, our revised provisional conclusion is that the Merger is not likely to result in a SLC (Service Level Commitment) in the supply of CBTC systems in the UK.

So Hitachi and Thales now seem confident of the CMA's final decision, due next month, and the EC's, due in November.
Quote
Thales (Euronext Paris: HO (Model Railway, 3.5mm to 1 foot scale)) and Hitachi Rail have made significant progress towards the completion of the sale of Thales' Ground Transportation Systems (GTS) business to Hitachi Rail. The two groups have obtained most of the regulatory approvals required to complete the transaction.

Over the last months, the Parties have had constructive informal discussions with the Directorate-General for Competition of the European Commission about the proposed transaction.

Following these discussions, Hitachi Rail has now refiled its notification of the transaction to the European Commission.

Thales and Hitachi Rail are confident that this transaction will have a positive impact on competition and will benefit rail signalling and mobility customers in Europe and globally. The two groups are continuing their positive discussions with the relevant authorities and are committed to finalizing this transaction in the first half of calendar year 2024.

Hitachi Rail also expects to receive a decision on the proposed transaction from the UK anti-trust authority, the Competition and Markets Authority (“CMA”) shortly.
« Last Edit: October 06, 2023, 17:12:47 by stuving » Logged
stuving
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« Reply #9 on: October 06, 2023, 17:26:26 »

The CMA's final announcement was as expected, on Wednesday (and the final report published yesterday). ORR» (Office of Rail and Road formerly Office of Rail Regulation - about), whose report on the signalling market was the basis for the CMA study, said this in their comments:
Quote
The CMA’s independent Inquiry Group has concluded that the merger would give rise to competition concerns regarding the supply of digital mainline signalling systems, and that, should the merger go ahead, few credible competitors would remain.

In response to the CMA’s findings, Hitachi has offered to sell its existing mainline signalling business in the United Kingdom, France, and Germany. The CMA’s Group will need to approve the purchaser and Hitachi’s key customers in these countries will also need to agree to the transfer of the relevant signalling contracts.

That last bit is interesting. That any sale of part of Hitachi would be subject to review for competition implications is not a surprise, but what about the customers (Network Rail, SNCF (Societe Nationale des Chemins de fer Francais - French National Railways) and Deutsche Bahn) having to agree to it? Is that normal? Did it apply, for example, to the proposed purchase of Thales GTS? And as to who would buy that, without any diminution of competition ...
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« Reply #10 on: October 06, 2023, 18:44:49 »

That last bit is interesting. That any sale of part of Hitachi would be subject to review for competition implications is not a surprise, but what about the customers (Network Rail, SNCF (Societe Nationale des Chemins de fer Francais - French National Railways) and Deutsche Bahn) having to agree to it? Is that normal? Did it apply, for example, to the proposed purchase of Thales GTS? And as to who would buy that, without any diminution of competition ...

It depends on the terms of the contract. In particular whether there are parent company guarantees in the contract terms (these are quite normal in big contracts). If there were then the customer would necessarily have to approve a change of parent company. 
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« Reply #11 on: October 06, 2023, 22:55:09 »

Quote
It depends on the terms of the contract. In particular whether there are parent company guarantees in the contract terms (these are quite normal in big contracts). If there were then the customer would necessarily have to approve a change of parent company.

Or there may also be what are known as "change of control" clauses, that entitle the other party to the contract to terminate if the contractor is "sold out of group". This is meant to give re-assurance that a key contractor is not (for example) sold to some entity that is financially unsound thereby casting doubt on its long term viability, or an acquiring entity that is in some way reasonably unacceptable, such as a business rival or a company with whom there have been disputes or unsatisfactory performance in the past.
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stuving
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« Reply #12 on: November 01, 2023, 17:08:46 »

And so, after little more than two years of administrative ... stuff ... the last churn of the machinery happened on Monday. From the EC:
Quote
The European Commission has approved, under the EU» (European Union - about) Merger Regulation, the proposed acquisition of Thales' ground transportation business (‘GTS') by Hitachi Rail. The approval is conditional on full compliance with commitments offered by Hitachi Rail.

Two more relevant bits of the statement are about the problem identified:
Quote
The Commission's investigation showed that the transaction, as initially notified, would have reduced competition and led to higher prices and less innovation in the markets for rail mainline signalling projects in France (including interlockings, overlay and resignalling projects) and Germany (including overlay and resignalling projects). 

On these markets, the transaction would have combined two close competitors and the merged entity would have acquired very high market shares.

... and finally the remedies:
Quote
To address the Commission's preliminary competition concerns, Hitachi Rail offered to divest its mainline signalling platforms in France and Germany for interlockings, overlay and resignalling projects.

These commitments fully address the competition concerns identified by the Commission. They will preserve competition by removing the horizontal overlap between the parties in the French and German markets for interlockings and automated train protection wayside systems for mainline signalling platforms.

The commitments come after constructive discussions between the Commission and the parties that resulted in a successful proposal to divest Hitachi Rail's standalone business in France and Germany, including international locations. Structural divestitures eliminate concerns that arise when the merging companies are close competitors, because they immediately replace the competition that would have been lost as a result from the merger.

The commitments will enable a purchaser to run the divestment business as a viable competitive force in the market on a lasting basis. The Commission will closely monitor the divestment process, including the choice of any suitable purchaser for the divested businesses that will have to be approved by the Commission.

Following the positive feedback received in the context of the commitments' market test, the Commission concluded that the transaction, as modified by the commitments, would no longer raise competition concerns. The decision is conditional upon full compliance with the commitments.

The UK (United Kingdom)'s Competition and Markets Authority (‘CMA') has also reviewed the transaction. In order to address CMA's concerns, Hitachi Rail also committed to divest its mainline signalling business in the UK.
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stuving
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« Reply #13 on: January 27, 2024, 13:50:17 »

The CMA's final announcement was as expected, on Wednesday (and the final report published yesterday). ORR» (Office of Rail and Road formerly Office of Rail Regulation - about), whose report on the signalling market was the basis for the CMA study, said this in their comments:
Quote
The CMA’s independent Inquiry Group has concluded that the merger would give rise to competition concerns regarding the supply of digital mainline signalling systems, and that, should the merger go ahead, few credible competitors would remain.

In response to the CMA’s findings, Hitachi has offered to sell its existing mainline signalling business in the United Kingdom, France, and Germany. The CMA’s Group will need to approve the purchaser and Hitachi’s key customers in these countries will also need to agree to the transfer of the relevant signalling contracts.

That last bit is interesting. That any sale of part of Hitachi would be subject to review for competition implications is not a surprise, but what about the customers (Network Rail, SNCF (Societe Nationale des Chemins de fer Francais - French National Railways) and Deutsche Bahn) having to agree to it? Is that normal? Did it apply, for example, to the proposed purchase of Thales GTS? And as to who would buy that, without any diminution of competition ...

That divestment of the existing Hitachi signalling businesses in some areas has now been negotiated, and announced - here by Hitachi:
Quote
Press release - 26 January 2024 10:01
Hitachi Rail and Mer Mec sign put option for sale of French mainline signalling business, and signalling business units in Germany and the UK (United Kingdom)

Hitachi Rail and Mer Mec S.p.A. have signed a put option agreement for the sale of Hitachi Rail’s mainline signalling business in France, as well as its signalling business units in Germany and the UK.

In October 2023, the European Commission and the UK’s Competition and Markets Authority approved Hitachi Rail’s acquisition of Thales GTS, provided that Hitachi Rail divested its mainline signalling businesses in France, Germany and the UK. The put option agreement signed with Mer Mec is a step forwards in addressing the conditions set by the antitrust authorities for the closure of Hitachi Rail’s acquisition of Thales GTS.
...
Notes to the editors:

  • The divestment of Hitachi Rail's mainline signalling business and support functions includes over 550 employees in France, Germany and the UK.
  • Hitachi Rail will retain its other operations in those countries, including its centre for CBTC (Communications-based train control) technology in France and its rolling stock and maintenance business in the UK.
  • Hitachi Rail’s French mainline signalling business was formerly known as Compagnie de signaux et d’entreprises électriques (CSEE) and has a long and proud history of delivering mainline signalling systems in France.

Noting that bit I bolded - presumably that means a further approval is required from the regulators that the conditions attached to this divestment programme have in fact been met.
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