On 21 May 2015 the Australian Competition and Consumer Commission (ACCC) accepted an undertaking pursuant to section 87B of the Competition and Consumer Act 2010 (the Act) given by Novion RE Limited and Novion Limited (Novion) (the Novion undertaking). The Novion undertaking was given in relation to Federation Centres (Federation) and Novion’s (the parties) proposal to merge via schemes of arrangement (the Proposed Merger). The parties both gave undertakings to the ACCC in relation to the Proposed Merger.

Pursuant to the Novion undertaking, Novion was required to divest its 100 per cent interest in Bayside Shopping Centre (Bayside), unless a notice was provided to the ACCC that Karingal Hub Shopping Centre (Karingal Hub) would be divested, pursuant to the section 87B undertaking given by Federation and accepted by the ACCC on 21 May 2015 (Federation undertaking).

The ACCC concluded that in the absence of the undertakings, the Proposed Merger would likely result in a substantial lessening of competition in relation to the supply of shopping centre amenities to customers (shoppers) in south east Melbourne. The ACCC was also concerned that the Proposed Merger could result in anti-competitive effects in the supply of retail space in shopping centres to retailers.

The objective of the Novion undertaking was to address the ACCC's competition concerns which would otherwise arise as a consequence of the Proposed Merger.

The Novion undertaking required Novion to:

1. if the parties had elected to divest Bayside, ensure that Bayside was sold to an ACCC-approved purchaser
2. create or strengthen a viable, effective, stand-alone independent and long-term competitor for the supply of shopping centre amenities to customers in south east Melbourne
3. ensure the purchaser of Bayside had all of the necessary associated assets and rights to effectively compete with the merged entity
4. maintain the economic viability, marketability, competitiveness and goodwill of Bayside prior to any divestiture, and
5. provide for the effective oversight of Novion’s compliance with the undertaking.

A copy and a description of the Federation undertaking can be found as a separate entry on the Public Registers website.

Withdrawal

Pursuant to the Federation undertaking, Federation was required to divest its 50 per cent interest in Karingal Hub Shopping Centre (Karingal Hub), unless a notice was provided to the ACCC that, pursuant to the Novion undertaking, Bayside would be divested.

On 15 June 2015 the parties informed the ACCC that the divestiture of Karingal Hub, to ACCC approved purchaser ISPT, was complete.

On 22 June 2015, Novion requested that the ACCC consent to the withdrawal of the Novion undertaking pursuant to section 87B(2) of the Act, given that Karingal Hub had been divested and Bayside, the divestiture property pursuant to the Novion undertaking, would not be divested.

On 23 July 2015, the ACCC consented to the withdrawal of the Novion undertaking.