Trustee (mergers)

Tadawul Advanced Solutions Company / Direct Financial Network Company (Direct FN)* Tadawul Advanced Solutions Company and Direct Financial Network Company (Direct FN) (Transaction Parties) submitted obligations to the General Authority for Competition in Saudi Arabia (the Authority) in order (...)

Justice Department Reaches Settlement in Suit to Block ASSA ABLOY’s Proposed Acquisition of Spectrum Brands’ Hardware and Home Improvement Division* The Department of Justice announced today that it has reached a settlement in its litigation regarding ASSA ABLOY AB’s (ASSA ABLOY) proposed (...)

CCPC requires binding commitments from Uniphar to acquire Sam McCauley Chemists* The Competition and Consumer Protection Commission (CCPC) has cleared, subject to a number of legally binding commitments, the proposed acquisition by Uniphar PLC (Uniphar) of sole control of LXV Remedies (...)

This Special Issue presents a collection of important U.S. federal antitrust merger remedies since 2000. For anyone trying to understand the U.S. approach to merger remedies, the guidance documents issued by the U.S. federal antitrust enforcement agencies, the Antitrust Division of the United States Department of Justice (“DOJ”) and the Federal Trade Commission (“FTC”) (each, an “Agency,” or collectively, the “Agencies”), are the right starting point. The Agencies, however, have recently called their own prior policies into question. New developments suggest that the Agencies may be less likely to accept remedies or will press for more robust protections. Therefore, it is important to actively monitor new developments in this dynamic environment.

On April 12, 2022, the Italian Competition Authority (the AGCM or “ICA”), following a formal investigation for the review of remedies imposed upon a concentration, revoked the measures that it had imposed on SKY Italian Holding SpA (“SKY”)—the leading pay-TV broadcaster in Italy—to offset the (...)

Mergers: Commission clears acquisition of Kustomer by Meta (formerly Facebook), subject to conditions* The European Commission has today approved under the EU Merger Regulation the proposed acquisition of Kustomer by Meta (formerly Facebook). The approval is conditional on full compliance (...)

CADE allows SAS to exercise some corporate control over the business affairs of Log-In until the case is adjudicated* The authorization ensures the reversibility of the transaction and the competitive conditions of the affected markets On 15 December 2021, the Administrative Council for (...)

The case concerned a number of companies within the Amazon group (hereafter “Amazon”), including: a) Amazon Europe Core S.r.l., with legal domicile in Luxembourg, which is the company of the Amazon group responsible for the management of the websites of Amazon’s European marketplaces and owner (...)

Introduction Canada’s Competition Bureau (‘Bureau’), which assists the Commissioner of Competition (‘Commissioner’) in the administration and enforcement of the Competition Act (‘Act’), announced on 29 October 2021 that the Commissioner had entered into a Consent Agreement (‘Agreement’) with (...)

Introduction It is full steam ahead with likely no further detours for Canadian Pacific Railway Ltd. (‘CP’) and Kansas City Southern Railway Co. (‘KCS’). The US Surface Transportation Board (‘STB’ or ‘the Board’) confirmed on 30 September 2021 that its prior approval of a voting trust as a (...)

Wood and panel trade: the Autorité conditionally clears the acquisition of Panofrance (Chausson Matériaux) by Distribution Matériaux Bois-Panneaux (Saint-Gobain)* On 6 July 2021, Distribution Matériaux Bois-Panneaux (DMBP) notified the Autorité de la concurrence of its plan to acquire (...)

In this foreword, I reflect on the role of the monitoring trustee as the eyes and ears of a competition authority highlighting the main features in a typical merger remedy. I review both structural remedies such as divestures of businesses and business assets to an independent purchaser to restore or maintain competition, and behavioural remedies which can take various forms ranging from hold-separate obligations to access commitments and long-term supply or purchase agreement to enable third parties to preserve competition. Then I discuss a number of challenges that trustees increasingly face particularly in innovation intensive industries where several major global mergers have been cleared subject to sometimes very complex remedies. I draw on my experience as monitoring trustee (both structural and behavioural remedies) for the European Commission, the FTC as well as other national competition authorities, and as a former member of the UK Competition & Markets Authority.

Mergers : Commission adopts final measures to preserve the divestment of former Aleris plant in Belgium following Novelis’ acquisition of Aleris* The European Commission has adopted final measures to preserve the divestment of the former Aleris plant in Duffel, Belgium, by Novelis under the (...)

On 2 February 2021, the UK Competition and Markets Authority (“CMA”) published its final report following a Phase 2 investigation of the completed acquisition by the ticket reseller viagogo of competitor StubHub (previously part of eBay Inc.). The $4.1 billion (£3.1 billion) transaction was (...)

Mergers: Commission clears acquisition of Refinitiv by London Stock Exchange Group, subject to conditions* The European Commission has approved, under the EU Merger Regulation, the acquisition of Refinitiv by the London Stock Exchange Group (‘LSEG’). The approval is conditional on full (...)