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(i) the names of the merger parties;
- ComfortDelGro Corporation Limited (“CDG”);
- Uber Technologies, Inc. (“Uber”); Lion City Holdings Pte. Ltd. (“Lion”)
(ii) a description of the transaction;
The notification relates to the proposed acquisition by CDG of 51% of the shares in Lion from Uber (the “Transaction”), following which the Applicants submit that Lion will be under effective joint control of CDG and Uber, and will operate as a full-function joint venture on a lasting basis.
(iii) a description of the business activities of the merger parties worldwide and in Singapore;
CDG is a multinational land transport company listed on the Mainboard of the Singapore Exchange Securities Trading Limited that carries on the business of providing bus, taxi, rail, car rental and leasing, automotive engineering services, inspection and testing services, driving centre, insurance broking services and outdoor advertising.
Uber is a global technology company that has developed software to facilitate local transportation services, more particularly by matching drivers and riders to facilitate a seamless peer-to-peer transportation experience. Uber operates, through Lion and its subsidiaries, a car leasing company operated solely in Singapore that mainly caters to drivers wanting to offer chauffeured private hire car services.
(iv) a description of the overlapping goods or services, including brand names;
The Applicants submit that CDG and Uber/Lion overlap in the rental/leasing of private cars, and the provision of taxi and chauffeur private hire car services.
(v) a description of substitute goods or services;
The Applicants submit that drivers wanting to provide chauffeured private hire car (“CPHC”) services can choose between the following alternative options:
- renting cars from other car rental companies; or
- driving their own vehicles.
(vi) The applicant's views on:
a. definition of the relevant market(s);
The Applicants submit that, for the purpose of this notification, the relevant market for car rentals comprises all private cars (including both privately-owned cars and private hire/rental cars), and that the relevant geographic market is Singapore-wide in scope.
b. the way in which competition functions in this market;
The Applicants submit that the rental car market is extremely competitive, in view of the presence of a large number of existing competitors in the market of varying sizes, business models, combinations and scale of operations, private car usage, low barriers to entry, the ability to self-supply, and the constraint imposed by the fact that demand for rental services is contingent on driving representing a sufficiently attractive choice of occupation (which will be a function of, among other things, rental prices) to prevent drivers from seeking other labour market opportunities.
c. barriers to entry and countervailing buyer power; and
The Applicants submit that there are no significant barriers to entry and expansion in the relevant market, as there are no major regulatory restrictions to commence operating car rental services in Singapore, and there are a number of credible players that have the ability to quickly enter the Singapore market on a material scale.
With respect to countervailing buyer power, the Applicants submit that drivers have the option to acquire private cars (which can be easily registered as CPHCs), including second-hand cars, and avail themselves of the multiple financing options that are available on the market. The Applicants further submit that drivers are also able to switch suppliers easily and quickly, as the minimum rental periods are short, and competitors have spare capacity in the car rental market that gives them the ability to expand the scope and frequency of their services, if there is demand.
d. the competitive effects of the merger (non-coordinated, coordinated and/or vertical effects, as relevant).
The Applicants submit that the Transaction is unlikely to give rise to coordinated or non-coordinated effects in the relevant market in view of the following:
- existing car rental companies, and players that have the ability to quickly enter the Singapore market, will continue to exert competitive pressure post-Transaction;
- rival car rental companies have spare capacity that gives them the ability to rent to additional drivers and would do so if the Applicants attempted to raise prices;
- drivers are able to switch between car rental companies and to other labour market opportunities, and also have the ability to self-supply; and
- the rapid expansion of the market, with the regular roll out of new innovative products and aggressive promotions, makes coordination impossible.
The Applicants also submit that there are no existing vertical relationships between the Applicants (save that some of CDG’s drivers use the Uber app), and no vertical concerns arise as CDG’s taxi rental and CDG Rent-A-Car businesses will continue to operate independently of Lion post-Transaction.
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