Global menu

Our global pages

Close

2020 A Year in Review - Merger Control in Ireland

  • Ireland
  • Mergers and acquisitions

17-02-2021

A 13% Decrease in Merger Notifications, Information & Communications and Healthcare most active sectors

During 2020, the Competition & Consumer Protection Commission (“CCPC”) received 41 merger notifications. This represented a decrease of approximately 13% on the number of mergers notified in 2019.

The most active sectors during 2020 were Information & Communications and Healthcare with 9 and 8 merger notifications respectively, while there was a reduction in notifications from the Motor and Real Estate sectors compared with 2019.

43 Determinations issued

In 2020, the CCPC issued 43 Determinations. 32 of the Determinations were issued in respect of proposed transactions notified during 2020 and the remaining 11 were in respect of proposed transactions notified towards the end of 2019 which were carried over to 2020.

15 Extended Phase 1 Merger Investigations, 2 of which went to full Phase 2 investigations  

During 2020, the CCPC was involved in 15 extended Phase 1 investigations, 5 of which were carried forward from 2019.

Determinations were made in respect of all merger control investigations carried over from 2019.

Of the 15 extended Phase 1 investigations, Phase 1 Determinations were made in respect of 12 of the 15; 2 of the 15 required a full Phase 2 investigation; and the remaining extended Phase 1 investigation was still under consideration at the end of 2020.

Average time for a Determination during 2020 – 22.9 working days

Non-extended Phase 1 investigations were completed in an average length of 22.9 working days, a decrease on the 2019 figure of 24.7 working days.  

A key driver of this improvement was the introduction of the Simplified Merger Notification Procedure in July 2020. During 2020, 7 mergers were cleared under the Simplified Merger Notification Procedure, with an average time for a decision of 13.4 working days.

Formal commitments required in 1 case

Formal commitments to alleviate competition concerns were required and obtained from notifying parties in respect of 1 case in 2020, M/19/034 – CVC Funds/Celtic Rugby DAC.

The commitment provided that should the acquirer, directly or indirectly, enter into a legally binding agreement to acquire control over the commercial activities of the ‘Six Nations’ rugby competition, it would voluntarily notify that transaction to the CCPC before it is put into effect, pursuant to Section 18(3) of the Competition Act 2002 (as amended) (the “2002 Act”) in the event the transaction does not meet the mandatory thresholds under section 18(a) of the 2002 Act.

2 Divestment Remedies / Supervisory Role

During 2020, the CCPC oversaw the implementation of divestment remedies in M/18/063 Berendsen/Kings Laundry and M/18/036 Enva/Rilta.

  • M/18/063 Berendsen/Kings Laundry - the Determination was subject to binding commitments made in July 2019. The commitments bound Berendsen to divest certain healthcare contracts to a suitable third party purchaser, the parties could only implement the proposed transaction subject to CCPC approval of the divestment package and also the approval of a suitable purchaser of the divestment package. In June 2020, the CCPC decided that, Elis/Berendsen had fulfilled the requirements set out in the commitments. Following the CCPC’s decision, on 7 July 2020, the acquisition of Kings Laundry Limited by Berendsen Ireland limited was put into effect.
  • M/18/036 Enva/Rilta - the Determination, subject to binding commitments, was made in December 2018. The commitments involved both structural and behavioural type commitments. The structural commitment involved a divestment of a business facility completed in March 2020, the implementation of which was monitored and approved by the CCPC. The monitoring of the behavioural commitment(s) is on-going.

4 Media Mergers

The CCPC reviewed 4 media mergers and issued 4 determinations, 3 were received in 2020 and 1 carried over from 2019, 1 of the media merger notifications, M/19/040 - DMG/JPIMedia, involved an extended Phase 1 investigation.

Merger Remedies Review 2003 to 2020

The Competition Authority (TCA) first commenced reviewing mergers in 2003 pursuant to Part 3 of the 2002 Act.

For the period 2003 to 2020, the CCPC / TCA approved 33 mergers with commitments to address potential substantial lessening of competition concerns. An overview of the Review’s findings is set out as follows:

  • the 33 mergers approved with commitments between 2003 and 2020 amounts to 3.21% of all decisions made over that time period;
  • of the 33 CCPC / TCA approvals with commitments, 66% involved behavioural remedies, 25% involved commitments which were structural in nature and 9% required both structural and behavioural remedies;
  • “Ring-fencing” commitments made up 50% of all behavioural remedies, followed by the obligation to notify the CCPC of future acquisitions, even if the transaction is not notifiable (17%), access remedies (12%) and other behavioural remedies (21%);
  • the majority of decisions involving commitments, 23 (69.7%), concerned mergers with horizontal overlaps, 5 (15.5%) had vertical overlaps, and 5 (15.5%) had both horizontal and vertical overlaps between the parties activities in the State; and
  • in relation to sectors, for the period 2003 to 2020, the majority of commitments were required in media mergers (27% of all mergers were approved with commitments), followed by mergers in the retail and wholesale sector (18%) and the energy and utilities sector (12%).

For more information, please contact:

Sean Ryan, Partner in our Corporate department - SeanRyan@eversheds-sutherland.ie

Katie Haberlin, Senior Associate in our Corporate department - KatieHaberlin@eversheds-sutherland.ie

Emma Mullen Reynolds, Solicitor in our Corporate department - EmmaMullenReynolds@eversheds-sutherland.ie