On 23 December 2022, the EU published the final text of its new regime to fight foreign subsidies distorting the internal market. The so-called Foreign Subsidies Regulation targets foreign-subsidised M&A transactions, but also any kind of foreign-subsidised activity affecting EU markets, including the bidding for public contracts in the EU, and complements existing EU antitrust … Continue Reading
According to a recent report issued by the department of Business, Energy and Industrial Strategy (BEIS), the Investment Security Unit (ISU) received 222 notifications in the first three months of the UK’s new National Security and Investment Act 2021 (NSIA) coming into force. Of these notifications, 17 were called in for further assessment. This report … Continue Reading
The Competition & Markets Authority (‘CMA’) recently published its response to the Department for Digital, Culture, Media & Sport’s (‘DCMS’) policy paper on establishing a pro-innovation approach to regulating artificial intelligence (AI) on 29 September 2022. This response corresponds with the new National Security & Investment Act 2021 coming into force. The National Security & Investment Act will see … Continue Reading
The Federal Trade Commission’s (FTC) Bureau of Competition has issued new guidance relating to the merger filing process. Effective September 27, 2021, the FTC will recommend enforcement action for companies that fail to include debt to be paid at closing in calculating the transaction value for purposes of the HSR Act. With the risk of … Continue Reading
Following a period of relative leniency for pharmaceutical companies, a Multilateral Pharmaceutical Merger Task Force formed by key antitrust enforcement agencies has been established to review and update merger analysis. The task force includes representatives from the Federal Trade Commission (FTC), the Canadian Competition Bureau, the European Commission Directorate General for Competition, the UK’s Competition … Continue Reading
The European Commission (EC) recently revealed a major change in merger policy affecting cross-border M&A deals in Europe. The new referral practice creates significant uncertainty for deals that would not have previously triggered scrutiny in the EU. In our latest client alert, we shed more light on the EC’s new referral policy and identify the … Continue Reading
The Competition and Markets Authority continues to assert that competition rules have and will continue to apply fully throughout the crisis, even though competition authorities have introduced certain changes in processes which enable flexibility in the approach in which their powers are exercised. But, the uncertainty that still exists around the pandemic makes it difficult … Continue Reading
The Department of Justice’s Antitrust Division updated its Merger Remedies Manual for the first time in more than a decade. The updates improve upon the 2004 Manual by providing a significantly more detailed account of the Division’s approach to preserving competition pre- and post-merger. Our team highlights the various revisions and additions to the Manual … Continue Reading
At a Glance: The CMA’s conclusion that it has jurisdiction to review Amazon’s 16% shareholding in Deliveroo serves as a reminder that control can arise even at low levels of shareholding. Minority shareholders who enjoy significant influence on the company’s policy direction and strategic commercial decisions may be considered to have sufficient control to trigger … Continue Reading
As the UK takes steps to introduce new foreign direct investment (FDI) rules, it is important for investors from outside the UK or EU to consider these new rules at the outset of transactions in particular sectors. We discuss this latest move and consider what impact the new measures may have, in our latest client … Continue Reading
As businesses continue to deal with the repercussions of extended lockdowns, the U.S. government is on the lookout for enterprises that may use the pandemic as a cover to pursue anticompetitive endeavors. In April, Sen. Elizabeth Warren (D-MA) and Rep. Alexandria Ocasio-Cortez (D-NY) introduced the Pandemic Anti-Monopoly Act (the Proposed Act) with the aim of … Continue Reading
The German Federal Ministry for Economic Affairs and Energy implemented further amendments to the Foreign Trade and Payments Ordinance (Außenwirtschaftsverordnung – AWV) due to the COVID-19 pandemic to prevent the buyout of German companies active in the health care and infection protection sectors by investors from outside the EU (or EFTA). The amendment entered into … Continue Reading
On 14 May 2020, the German Parliament adopted temporary amendments to the Act against Restraints of Competition (ARC) to mitigate consequences resulting from COVID-19 in the field of competition law. See BT-Drucksache 19/18963. In order to enable the Federal Cartel Office (FCO) to continue investigating mergers and their impact on the market concerned under the … Continue Reading
With COVID-19 sweeping across the globe, competition law authorities and legislative bodies across the world are having to act quickly and flexibly to minimise disruption while ensuring business compliance and consumer protection. In our recent client alert, we take a look at how COVID-19 is shaping the competition landscape from a multi-jurisdictional perspective, honing in … Continue Reading
On February 5, 2020, Assistant Attorney General Makan Delrahim spoke at the Media Institute on the current merger review landscape (see Makan Delrahim, “Getting Better: Progress and Remaining Challenges in Merger Review”). While he celebrated an administrative success, he also forewarned of a formidable obstacle to effective agency enforcement. Delrahim remarked that since the Antitrust … Continue Reading
On November 1, 2019, the Federal Trade Commission (FTC) upheld the decision of an administrative law judge (ALJ), finding that the non-reportable acquisition of FIH Group Holdings, LLC (Freedom) by Otto Bock HealthCare North America, Inc. (Ottobock) was likely to substantially lessen competition. Ottobock and Freedom are both manufacturers of prosthetic knees, and they both … Continue Reading
On the grounds of national security, the UK Government made a surprising intervention in the U.S private equity firm Advent International’s proposed acquisition of Cobham plc, a British aerospace and defence company. Since the decision back in September to look into the acquisition, the UK Competition Market Authority has submitted a review to establish if … Continue Reading
The recently proposed Sainsbury’s/Asda merger would have combined the second- and third-largest UK supermarkets. The merger would also have created the largest retailer of fuel by volume in the UK. The UK Competition and Markets Authority (CMA) decided to step in and concluded that the prohibition of the merger was the only way to go. Most … Continue Reading
A commonly held view is that merger control filings are not relevant for minority investments. On Friday, 5 July 2019, the UK Competition and Markets Authority (CMA) announced that it had issued an order to hold separate to Amazon.com Inc and Roofoods Ltd (trading as Deliveroo). We understand that Amazon had made an investment for … Continue Reading
The German government’s decision to tighten regulation around foreign investment control in Germany means that acquisitions by foreign companies are facing much greater scrutiny. The government’s amendments to the Foreign Trade and Payments Ordinance (Außenwirtschaftsverordnung) means that the Federal Ministry for Economic Affairs and Energy will be able to inspect, and potentially prohibit, an acquisition … Continue Reading
On February 15, 2019, the Federal Trade Commission (FTC) announced the annual threshold adjustments for premerger filings under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended (15 U.S.C. § 18a) (HSR). The new thresholds have increased the dollar amount required to trigger HSR notification for both the size-of-transaction test and the size-of-person test. Members … Continue Reading
