CCS Annual Report 2015-2016

The Parties have also committed to provide CCS an independent audit report on

a regular basis so as to enable CCS to effectively monitor ADB’s compliance with

the Proposed Commitments.

After evaluating feedback provided by industry players and customers during the

public consultation exercise held in December 2015 on the proposed commitments,

CCS cleared the proposed acquisition following the acceptance of the commitments

offered by ADB.

T he p r opo s ed

acquisition may

reduce competition

in the af fected

market and may

l ead t o p r i ce

i nc r ease s and

deterioration in

quality and/ or

technical support.

To address these competition concerns, the Parties have committed the following:

COMPETITION

CONCERN

RETROACTIVELY

TERMINATE

JEOPARDISE AGREEMENTS THAT HAVE BEEN CONCLUDED BEFORE THE

COMPLETION OF THE PROPOSED TRANSACTION

Commitment: To ensure that any contracts or agreements relating to the sale of

specific products entered into between ADB, Safegate or another party and an

airport operator in Singapore on or before the completion date of the Proposed

Transaction shall continue in full force and effect after that.

COMPETITION CONCERN 1:

INCREASE PRICES SIGNIFICANTLY POST-

MERGER

Commitment: For specified periods, certain products and spare parts sold directly

or indirectly to any airport operator for use in Singapore will be subject to pre-

merger prices, adjusted for inflation.

COMPETITION CONCERN 2:

REDUCE THE SUPPLY OF SPARE PARTS AND

TECHNICAL SUPPORT TO CUSTOMERS

Commitment: To supply all required spare parts for specific products sold to any

airport operator for use in Singapore for a period of ten years from the completion

of the Proposed Transaction. Both will also supply any technical support required

for these products to the airport operators.

COMPETITION CONCERN 3:

“LOCK IN” PARTY CONTRACTORS AND

SUPPLIERS IN SINGAPORE USING EXCLUSIVE AGREEMENTS SUCH THAT

COMPETING AFL SYSTEM SUPPLIERS ARE UNABLE TO FIND SUITABLE

PARTNERS TO ENTER THE SINGAPORE MARKET

Commitment: Not to enter into any agreements with any contractor or supplier

in Singapore which expressly or have the effect of preventing the latter from

carrying, promoting or offering alternative competing products and services, for

four years from the completion of the Proposed Transaction.

CCS ANNUAL REPORT 2015-2016

GUIDING YOU TO NEW HEIGHTS