The Turkish Competition Board Approves BlaBlaCar’s Acquisition of Obilet While Thoroughly Addressing Third-Party Concerns

The Board’s Assessment of BlaBlaCar’s Acquisition of Sole Control over Obilet

The target, Obilet, founded in 2012 and headquartered in Istanbul, operates a B2C online platform offering comparison and booking services for bus, flight, and ferry tickets, car rentals, and hotel reservations. Obilet also provides an inventory management and ticketing software (“IMS”) to bus operators lacking their own infrastructure. In addition, through its affiliate Biletal İç ve Dış Ticaret A.Ş., Obilet engages in B2B distribution by supplying bus and flight inventory to other B2C ticketing platforms and certain offline ticket agencies. Obilet sells tickets and provides customer support services in several countries (primarily Bulgaria and Spain) via its website and mobile app. It also offers IMS services in the Balkans, albeit on a limited scale. Prior to the transaction, Obilet was jointly controlled by its founders, Ali Yılmaz and Yiğit Gürocak, alongside investors Digital East Fund and the European Bank for Reconstruction and Development (EBRD).

The acquiring party, BlaBlaCar, is a travel platform that facilitates ride-sharing (carpooling) for 26 million active users annually across 21 countries. While BlaBlaCar’s core business is intercity carpooling, the company is also active in other segments of the passenger transport ecosystem, including the operation of long-distance bus lines, online sales of bus tickets, provision of ERP and IMS software for bus inventory management (licensing B2B solutions), and white-label ticketing services offered through partner websites. In Türkiye, BlaBlaCar only offers carpooling services through its platform blablacar.com.tr and does not have any subsidiaries, affiliates, or representative offices in the country.

In its assessment, the TCB concluded that the parties did not have any horizontally or vertically overlapping activities in Türkiye. At the global level, however, it identified horizontal overlaps between the parties’ activities in the bus IMS and B2C markets. The TCB also noted potential vertical overlaps between BlaBlaCar’s bus operations and IMS-related activities, and Obilet’s B2B and B2C services. In addition, a vertical overlap was found between Obilet’s B2B distribution activities and BlaBlaCar’s B2C sales channels. Nonetheless, based on paragraph 20 of the Board’s Guidelines on Market Definition, which states that market definition may be omitted if the transaction is unlikely to raise competition concerns under any plausible alternative, the TCB did not provide a formal product or geographic market definition, as it would not affect the outcome of the competitive assessment.

The Board found that there were no horizontal or vertical overlaps between the business activities of BlaBlaCar and those of Obilet in Türkiye. Accordingly, the TCB concluded that the transaction would not result in any increase in market concentration.

In assessing the potential horizontal effects of the transaction, the Board took into account that BlaBlaCar is not currently active in the bus IMS or B2C ticketing markets in Türkiye and has no plans to enter these markets in the foreseeable future. Nevertheless, the TCB also considered the potential competitive implications of the transaction and analyzed whether removing a potential entrant through the acquisition could adversely affect market dynamics. Given BlaBlaCar’s lack of market entry plans and the continued independent operation of Obilet, the TCB concluded that any potential loss of competition would be limited.

The potential vertical effects of the transaction were assessed in terms of whether it could give rise to input or customer foreclosure risks. The TCB noted that BlaBlaCar does not currently operate in the relevant vertically affected markets in Türkiye, nor does it have any plans to do so in the future. On this basis, the Board concluded that the risk of foreclosure was very low and that any potential restriction of competition in the vertically affected markets would be negligible.

In addition, the Board considered the commitments previously offered by Obilet in its earlier decisions numbered 24-33/815-345[3] and 23-27/521-177[4] when evaluating the potential competitive effects of the transaction. Taking these into account, the Board concluded that the transaction would not give rise to any competition concerns in the horizontally or vertically affected markets in Türkiye.

The Turkish Competition Board Thoroughly Assesses Third-Party Objections in its Clearance of the BlaBlaCar/Obilet Transaction

One of the most notable aspects of the decision was the Board’s layered and comprehensive assessment of a detailed objection submitted by a competitor, namely Enuygun. Enuygun argued that Obilet already held a dominant position in certain markets and had been limiting potential market entry even before the transaction. According to Enuygun, the transaction would further increase market concentration, raise entry barriers, create data security risks, and ultimately harm consumer welfare.

The Board addressed each of Enuygun’s claims in turn. It dismissed the concerns by emphasizing that the commitments previously offered by Obilet in earlier decisions remain binding, and that these commitments will also apply to BlaBlaCar as the new acquirer. As for the claims regarding consumer harm, price increases, and reduced innovation, the TCB considered these to be speculative and unsubstantiated, lacking a demonstrable link to the transaction or a concrete competition law violation.

Concerns regarding data security and the transfer of personal data were also dismissed, with the Board clarifying that such matters fall under the scope of the Turkish Data Protection Law (No. 6698). The TCB reiterated that it would only consider data-related issues under competition law if data were used as a competitive parameter, which was not the case here.

In conclusion, the TCB underlined that the commitments previously accepted from Obilet would be equally binding on BlaBlaCar and would continue to be monitored through periodic reporting mechanisms. It further noted that it retains the authority to initiate investigations, impose interim measures, or apply administrative fines if necessary.

In essence, through this decision, the Board did not merely evaluate a transaction; it also engaged substantively with a third-party complaint and provided a reasoned and systematic response.

[1] Attorney Gülce Korkmaz is the external competition law consultant of Baş | Kaymaz Law Firm. After completing her master’s degree at Bilkent University, she is currently pursuing her doctoral studies in the field of competition law at the Faculty of Law of Lüneburg Leuphana University (Germany) as a PhD researcher with the scholarship of the Joachim Herz Foundation.

[2] TCB Decision dated 18 October 2024 and numbered 24-42/986-425. For the Board’s reasoned decision on the case, please see here (only available in Turkish).

[3] TCB Decision dated 15 August 2024 and numbered 24-33/815-345. This decision was issued in the context of the Board’s full-fledged investigation following the annulment of its conditional clearance decision (dated 1 July 2021 and numbered 21-33/449-224) concerning Obilet’s acquisition of Biletal İç ve Dış Ticaret A.Ş. by the Ankara 7th Administrative Court (Case No. 2021/2600 E., Decision No. 2023/758, dated 14 April 2023). The decision includes the Board’s assessment of the commitments submitted by Obilet. For the reasoned decision, please see here (only available in Turkish).

[4] TCB Decision dated 15 June 2023 and numbered 23-27/521-177. This decision sets out the Board’s assessment of the commitments submitted by Obilet in the context of an ongoing investigation initiated under its earlier decisions dated 16 June 2022 (22-27/433-M) and 13 October 2022 (22-47/683-M). For the Board’s reasoned decision, please see here (only available in Turkish).

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