COMPETITION TRIBUNAL IN THE MATTER of the Competition Act, R.8.C. 1985, c. C-34, and its amendments; AND IN THE MATTER of the Acquisition ofSogides Ltd. by Quebecor Media Inc.; AND IN Tl IE MATTER of a filing and registration of an amendment to a consent agreement filed and registered, pursuant to subsection i 06( 1 )( b) of the Competition Ac!.
BETWEEN: r-----------iTHT" COMMISSIONER OF COMPETITION COMPETITION TRIBUNAL TRIBUNAL DE LA CONCURRENCE Applicant F P L JAN 5 2009~ 07 ~ and ~ G~ REGISTRAR - REGISTRAIRE T QUEBECOR MEDIA INC. OTTAWA, ON
127901 CANADA INC.
PUBUC I 1 '"!1 ClN 0 : \',' "£'- 2\') 0o° -<'V'na/
Respondents
~~~··~~···~------AMKNDMENT 1'0 THE REGISTF.RED CONSENT AG REF'\ TENT IN RELATION TO THE ACQUi§JTION OF SOGIDJES LTD. BY
1 ~~-------Q_U_F_:B_E_COR MEDIA INC. ___ -~----~/HEREAS 127901 Canada Inc. (''127901 ") and 4306716 Canada Inc. (the "Purchaser'·). a wholly-ovmed subsidiary of Qucbecor Media Inc. {"QMr'). entered into a contract for the purchase of the shares of Sogides Ltd. ("Sogidcs"') by QMi, and this contract is referred to as the ''Transaction";
WHEREAS Pierre Lesperance, the President of Sogidcs, personally holds voting shares (the ''Shares"') in Gestion Renaud-Bray Inc. ("Renaud-Bray") through 127901 and was. at the time of the Trm1saction, a member of Renaud-Bray's board of directors (the "Holdings'");
WHFRK<\S the Commissioner of Competition (the "Commissioner'') had some concerns regarding the possibility that the Transaction could substantiaHy prevent or lessen competition in the sector of bookstore sales of French-language books in Quebec bt--cause of potential information exchanges between QMI and Renaud-Bray by reason of Mr. Lcspcrance's Holdings in Renaud-Bray and by reason of !v1r. I..t:c:~~rancc's cmpioymeni contract with Sogides;
\\''HEREAS the Commissioner, QML 127901 and Mr. Lesperance have signed a consent agreement dated December 12, 2005, which was filed with the Competition Tribunal on December 13, 2005 pursuant to section 105 of 1he Compe!ition Act (the ··consent Agreement");
WHEREAS the Commissioner. QMI, 127901 and Mr. Lesperance can agree to amend the Consent Agreement pursuant to par<a.graph 9 of the Consent Agreement;
WHEREAS the Commissioner, QMI, 127901 and Mr. Lesperance consent [CO!\' Di<:NTIAL] in paragraphs 4 a.'"ld 5 of the Consent Agreement; WHEREAS the amendment to the Consent Agreement does not alter any of the measures put in place by the Consent Agreement:
Wt!"EREAS the Commissioner is satisfied that the amendment wm continue to ensure that the Consent Agrf:"Pment will be sufficient to eliminate any substantial lessening or prevention of competition;
AND Wln:RtAS the Commissioner, QMI, 127901 and Mr. Lesperance consent to the fiHng of the present amendment with the Tribunal for registration;
The Com1llissioncr, QMI, 127901 and Mr. Lesperance agree to the following:
I. Paragraphs 4 and 5 of the Consent Agreement will he modified by changing, in the first line of each paragraph. [CONFIDENTIAI~];
2. All other provisions of the Consent Agreement remain unchanged. DATED at Gatineau, this",;13"~ day of Jrr.::. , 2008. Melanie Aitken Acting Commissioner of Competition
DATED at J\fontrl'.al, this __ day of __, 2008. ~ ~ L T ~ u ~ y - -Name: :!GAA ~.J- F¥Z.fiA.;~c ;.OT5 7 ?fi:uJJGJ4·U Title: v? l-eG~L. A- LR'S Title Tl2.€~U i2.eR. Q" 1 \...'~."...b, ""'-C" O'.". .'J1.V •. ".....', 01' ''i'. f;rd.~'v . Quebcco1 Media Inc.
n ' 1 r~) at-----···' this day of-····-' 2008. . ''s.penmce
· <)eraz1ce. president 127901, Inc.