Commission Decision (EU) 2024/2549 of 29 November 2023 on State aid SA.57543 and ... (32024D2549)
Commission Decision (EU) 2024/2549 of 29 November 2023 on State aid SA.57543 and SA.58342 (2020/NN) (ex 2020/N), implemented by the Kingdom of Denmark and the Kingdom of Sweden for Scandinavian Airlines System AB (notified under document C(2023) 8356)
- COMMISSION DECISION (EU) 2024/2549
- of 29 November 2023
- on State aid SA.57543 and SA.58342 (2020/NN) (ex 2020/N), implemented by the Kingdom of Denmark and the Kingdom of Sweden for Scandinavian Airlines System AB
- (notified under document C(2023) 8356)
- (Text with EEA relevance)
- 1.
- PROCEDURE
- 2.
- DETAILED DESCRIPTION OF THE MEASURE
- 2.1.
- Objective of the Measure
- 2.1.1.
- The containment measures adopted by Denmark and Sweden as a response to the COVID-19 pandemic
- 2.1.2.
- The impact of the COVID-19 pandemic and the related containment measures on SAS’ activities
- 2.1.3.
- SAS’ equity and liquidity needs to face the COVID-19 pandemic
- 2.1.3.1.
- Cost-savings initiatives decided by SAS to mitigate the impact of the COVID-19 pandemic
- 2.1.3.2.
- State aid granted to SAS in the context of the COVID-19 pandemic
- 2.1.3.3.
- SAS’ financial needs for equity and liquidity
- 2.1.4.
- Role of SAS for the Danish and Swedish economy
- 2.1.5.
- Absence of alternatives to the recapitalisation measure
- 2.2.
- Outline of the different components of the Measure
- 2.3.
- Form of the Measure
- 2.4.
- Legal basis
- 2.5.
- Granting authority and administration of the Measure
- 2.6.
- Budget and duration of the Measure
- 2.7.
- Beneficiary
- 2.8.
- Implementation of the Measure
- 2.8.1.
- The equity instrument
- 2.8.1.1.
- Directed issue
- 2.8.1.2.
- Rights Issue
- 2.8.2.
- The hybrid capital instrument
- 2.8.3.
- Conversion of the Existing Hybrid Notes and Bonds
- 2.8.4.
- Governance conditions and prevention of undue distortions of competition
- 2.8.5.
- Exit strategy of Denmark and Sweden
- 2.9.
- Cumulation of State aid
- 2.10.
- Monitoring and reporting
- 2.11.
- Grounds for opening the formal investigation procedure
- 3.
- COMMENTS FROM DENMARK AND SWEDEN
- 3.1.
- The Measure already provides an appropriate remuneration and exit incentives for Denmark and Sweden
- 3.2.
- Other comments on the opening decision
- 4.
- COMMENTS FROM INTERESTED PARTIES
- 4.1.
- Comments from SAS
- 4.1.1.
- The Measure already provides an appropriate remuneration and exit incentives for Denmark and Sweden
- 4.1.2.
- SAS was not able to find financing on the markets at affordable terms
- 4.2.
- Comments from Ryanair
- 4.2.1.
- Lawfulness of the Measure
- 4.2.2.
- The Measure does not comply with Articles 18, 49 and 56 TFEU and Article 15 of Regulation (EC) No 1008/2008
- 4.2.3.
- The eligibility criteria were not satisfied for SAS to obtain the Measure (point 49 of the Temporary Framework)
- 4.2.3.1.
- The Commission did not duly justify that, without the Danish and Swedish’ intervention, SAS would go out of business or face serious difficulties to maintain its operations
- 4.2.3.2.
- The Commission did not establish that it was in the common interest to intervene
- 4.2.3.3.
- SAS was able to find financing on the markets at affordable terms
- 4.2.3.4.
- The Commission relied on erroneous data to assess compliance with point 49(d) of the Temporary Framework
- 4.2.4.
- The Measure is neither appropriate nor the least distortive alternative to competition (point 53 of the Temporary Framework)
- 4.2.5.
- The Measure is not proportionate and the amount of the recapitalisation exceeds the minimum needed to ensure viability (point 54 of the Temporary Framework)
- 4.2.5.1.
- Alleged misapplication of the Temporary Framework
- 4.2.5.2.
- Alleged manifest error of assessment regarding the calculation of the amount of the aid
- 4.2.6.
- The Measure does not ensure appropriate remuneration for and the exit of Denmark and Sweden (section 3.11.5 of the Temporary Framework)
- 4.2.6.1.
- The equity instrument provides neither a step-up mechanism nor a comparable alternative (points 61 and 62 of the Temporary Framework)
- 4.2.6.2.
- The hybrid capital instrument does not sufficiently remunerate Sweden and Denmark (points 65 and 66 of the Temporary Framework)
- 4.2.7.
- The Measure does not prevent undue distortions of competition (point 72 of the Temporary Framework)
- 4.2.8.
- The Commission cannot waive the prohibition of non-mandatory coupon payments (point 77 of the Temporary Framework)
- 4.2.9.
- The Commission does not require the notification of a restructuring plan in time (point 85 of the Temporary Framework)
- 5.
- COMMENTS FROM DENMARK AND SWEDEN ON INTERESTED PARTIES’ COMMENTS
- 5.1.
- An interim recovery of the aid is not justified
- 5.2.
- It was in the common interest to intervene in favour of SAS
- 5.3.
- The Measure complies with articles 18, 49 and 56 TFEU
- 5.4.
- Compliance with points 61 and 62 of the Temporary Framework
- 6.
- ASSESSMENT OF THE MEASURE
- 6.1.
- Existence of State aid
- 6.2.
- Lawfulness of the State aid
- 6.3.
- Compatibility of the State aid
- 6.3.1.
- Eligibility and entry conditions
- 6.3.1.1.
- Compliance with point 49(a) of the Temporary Framework
- 6.3.1.2.
- It is in the common interest to intervene
- 6.3.1.3.
- Compliance with point 49(c) of the Temporary Framework
- 6.3.1.4.
- Compliance with point 49(d) of the Temporary Framework
- 6.3.2.
- Types of recapitalisation measures
- 6.3.3.
- Amount of the recapitalisation (point 54 of the Temporary Framework)
- 6.3.3.1.
- Public support limited to the minimum needed to restore SAS’ capital structure
- 6.3.3.2.
- Public support limited to the minimum needed to ensure the viability of SAS
- 6.3.3.3.
- Sensitivity analysis
- 6.3.3.4.
- Conclusion
- 6.3.4.
- Remuneration and exit of the State
- 6.3.4.1.
- Remuneration of the equity instruments and exit of the States
- 6.3.4.1.1. Entry price
- 6.3.4.1.2. Step-up mechanism
- 6.3.4.1.3. Exit of the State
- 6.3.4.2.
- Remuneration of the hybrid capital instruments and exit of the State
- 6.3.4.3.
- Conclusion
- 6.3.5.
- Governance and prevention of undue distortions of competition
- 6.3.5.1.
- Compliance with point 72 of the Temporary Framework
- 6.3.5.1.1. Identification of the relevant markets
- 6.3.5.1.2. Overview of the relevant airports
- 6.3.5.1.3. Criteria for the assessment of SAS’ market power at the relevant airports
- 6.3.5.1.3.1. Market shares in terms of flights and seats as indicators of existing competitive structures
- 6.3.5.1.3.2. Barriers to expansion or entry
- 6.3.5.1.3.3. Slot holdings and congestion rates as indicators of potential competitive structures
- 6.3.5.1.3.4. Conclusion
- 6.3.5.1.4. Application of the criteria for the assessment of SAS’ market power at the relevant airports
- 6.3.5.1.4.1. Assessment of SAS’ market power at Copenhagen airport
- 6.3.5.1.4.2. Assessment of SAS’ market power at Stockholm Arlanda airport
- 6.3.5.1.4.3. Assessment of SAS’ market power at Trondheim airport
- 6.3.5.1.4.4. Assessment of SAS’ market power at Stavanger airport
- 6.3.5.1.4.5. Assessment of SAS’ market power at Tromsø airport
- 6.3.5.1.4.6. Conclusion on market power
- 6.3.5.2.
- Compliance with other conditions under section 3.11.6 of the Temporary Framework
- 6.3.5.2.1. Point 71 of the Temporary Framework
- 6.3.5.2.2. Point 73 of the Temporary Framework
- 6.3.5.2.3. Points 74 and 75 of the Temporary Framework
- 6.3.5.2.4. Point 76 of the Temporary Framework
- 6.3.5.2.5. Point 77 of the Temporary Framework
- 6.3.5.2.6. Point 78 of the Temporary Framework
- 6.3.5.3.
- Conclusion on compliance with the conditions concerning governance and prevention of undue distortions of competition
- 6.3.6.
- Exit strategy of the State from the participation resulting from the recapitalisation and reporting obligations
- 6.3.7.
- Section 4 of the Temporary Framework
- 6.3.8.
- Compatibility of the Measure with other provisions of Union law
- 7.
- CONCLUSION
- Article 1
- Article 2
- Article 3
- Article 4
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