The EU Commission publishes guidance on article 22 referrals for transactions falling below national thresholds

On 26 March 2021 the EU Commission (Commission) published revised guidance on the referral mechanism set out in Article 22 of the EU Merger Regulation (EUMR), under which the Commission will now accept referrals from Member States for deals that fall below the domestic jurisdictional thresholds of the referring country, in order to capture more transactions involving nascent competitors and innovative companies. The changes have been made as a result of a 2016 Commission consultation that looked, amongst other things, at options to address the issue of so-called ‘killer acquisitions’ through changes to the turnover-based thresholds by adding a new value-based threshold or expanding the use of Article 22 EUMR to widen the scope for referrals to the Commission. The concept of so-called