FR Horizon GP Ltd / CHC Helicopter Corporation

OFT closed case: Anticipated acquisition by FR Horizon GP Limited of CHC Helicopter Corporation.

Affected market: Helicopter services

No. ME/3575/08

The OFT’s decision on reference under section 33(1) given on 3 April 2008. Full text of decision published 21 April 2008.


FR Horizon GP Limited (First Reserve) is the controlling company of a private equity fund advised by First Reserve Corporation: an investment company focused on the energy industry.

CHC Helicopter Corporation (CHC) is a Canadian company whose shares are listed on the Toronto and New York stock exchanges. It is one of the world's largest providers of helicopter services to the global offshore oil and gas industry.


First Reserve - through a Canadian subsidiary, 6922767 Canada, Inc - is proposing to acquire all the shares in CHC.


As a result of this transaction First Reserve and CHC would cease to be distinct. Given that CHC’s UK turnover exceeds £70 million, the turnover test in section 23(1)(b) of the Enterprise Act 2002 (the Act) is consequently satisfied. The OFT therefore believes that it is or may be the case that arrangements are in progress or in contemplation which, if carried into effect, will result in the creation of a relevant merger situation.

The notifying parties submitted a Merger Notice to the OFT on 7 March 2008 and the deadline for a decision is 8 April 2008.


Having consulted customers and competitors as to the nature and scope of the merging parties’ businesses, the OFT considers, on the basis of the evidence before it, that there is no horizontal overlap between the activities of the parties, that there are no vertical links between them, and that there is also no risk of any conglomerate effects arising.

Consequently, the OFT does not believe that it is or may be the case that the merger may be expected to result in a substantial lessening of competition within a market or markets in the United Kingdom.


This merger will therefore not be referred to the Competition Commission under section 33(1) of the Act.

Published 3 April 2008