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Trends and developments in UK Merger Control: Buyer beware

“Buyer beware” would be a good summary of UK merger control in 2023. 

Mat Hughes and Ben Forbes review what has been an eventful year of emerging trends and market developments in an Expert Analysis chapter in ICLG’s recent Merger Control 2024 report. 

The Expert Analysis report covers how:

  • The risks of flying under the radar in the context of “buy and build” strategies remain high, as evident by a series of completed mergers and divestments in the veterinary sector.
  • Over the last four years, substantial lessening of competition (“SLC”) findings have now reached 45% of qualifying mergers at Phase 1. At Phase 2, SLC findings are 53% of mergers investigated, with only 18% cleared unconditionally (the remaining 28% are abandoned).
  • The CMA remains particularly cautious when accepting remedies and the CMA and the European Commission appear to diverge in their views on the suitability of behaviour remedies in vertical mergers – see Microsoft/Activision.
  • The high bar for judicial review of merger decision continues to raise the stakes of adverse CMA decisions, a point particularly noteworthy in Cérélia/Jus-Rol.

The chapter also:

  • Provides an overview of the outcomes of UK Phase 1 merger decisions between 1 April 2010 and 31 March 2023, focusing on comparing decisions over the last four years to those taken in earlier years.
  • Assesses the key theories of harm that are most prevalent in Phase 1 SLC cases.
  • Compares and contrasts the merging parties’ average market shares in mergers that were cleared unconditionally with those that were subject to remedies or referred to Phase 2.

Read the full Expert Analysis chapter below:

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