The NetCo Transaction and Regulatory Clearance
On 19 April 2024, KKR—a major investment firm operating in alternative asset management, capital markets and insurance—notified the European Commission of plans to acquire full control of NetCo, the primary and backbone fixed-line network operations of Telecom Italia S.p.A. (TIM). NetCo included broadband infrastructure running from central offices to street cabinets, as well as FiberCop S.p.A, which had previously operated as a joint venture between TIM and KKR managing secondary fixed-line infrastructure connecting street cabinets to customer premises. The proposed deal would consolidate both network layers under FiberCop with KKR holding sole ownership.
In May 2024, the European Commission approved the transaction without conditions under the EU Merger Regulation. The deal marked the first complete structural separation of a nationwide telecom access network from an incumbent operator in a major European economy. Regulators granted unconditional clearance after KKR submitted economic representations and data asserting it would function as a neutral, wholesale-only provider without incentive or capability to degrade wholesale terms for competing operators.
Separately, TIM divested its submarine cable unit, Telecom Italia Sparkle, to a consortium of Italy's Ministry of Economy and Finance and infrastructure operator Retelit for €700 million.
Allegations of Price Increases and Misleading Submissions
After the transaction closed, competing broadband operators filed complaints with the European Commission alleging that KKR had unilaterally raised wholesale access fees and worsened interconnection terms following its takeover of operational control.
In mid-2025, the Commission opened a post-transaction investigation registered as Case M.12099. During this review, regulators concluded that KKR had submitted inaccurate and misleading information about existing commercial wholesale arrangements and long-term pricing incentives during the original Phase 1 merger assessment. The Commission stressed that the 2024 unconditional clearance had been granted directly on the basis of those submissions, meaning no structural commitments or binding behavioral remedies were imposed.
Legal Framework and Enforcement Powers
Article 14(1) of the EU Merger Regulation grants the European Commission authority to penalize companies that intentionally or negligently provide incorrect, incomplete, or misleading information during merger review proceedings.
KKR's Rights and Procedural Path Forward
A Statement of Objections represents a formal procedural stage and does not constitute a final determination. KKR has received access to the Commission's non-confidential evidence, can submit a written defense, and may request an oral hearing before the Commission and national competition authorities.
The EU Merger Regulation sets no statutory deadline for concluding an Article 14 investigation. The case will end either with dismissal of the charges or a binding penalty decision under EU competition law.