Merger Control & National Security

"Noel is extremely knowledgeable in his area; very easy to work with; and he makes competition law, which I find quite dense and confusing at times, seem quite simple. He's got a very good way of explaining quite complex concepts."

Acritas Stars – now Thompson Reuters

"Ian Holyoak is extremely knowledgeable and provides spot-on advice."

Legal 500 2020

Merger control

We have extensive experience advising clients on merger control risk across a wide variety of sectors covering a broad spectrum of transactions and obtaining clearances where necessary. This includes working with lawyers in other jurisdictions where a multi-jurisdictional approach is required.

UK merger control requires a balanced approach.  Even for transactions that meet the jurisdictional thresholds, UK merger control does not require clearance prior to completion. However, this is offset by the fact that the Competition and Markets Authority can intervene post completion and ultimately order divestment. In addition, parties may notify using a formal Merger Notice or submit an informal briefing paper. This means that there are a range of strategic options for parties.

We take a pragmatic approach in working with clients to develop their optimal strategy for each particular transaction to manage the risks appropriately: there is no ‘one size fits all’. In suitable cases we will work with selected economic consultants to help clients present the strongest possible case to the regulator.

We also assist clients in raising concerns about the potential anti-competitive effects of transactions involving their competitors, customers or suppliers and how to effectively complain to the competition authorities.

National security

We advise UK and international clients on whether they are required to notify the Cabinet Office and obtain clearance prior to completion because they are within one of the 17 mandatory notification sectors and, if not, whether to make a voluntary notification.

Notifications are confidential. Nevertheless, we have experience advising across a wide range of issues and sectors, so have a clear picture of the kinds of issues that can arise and the remedies sought by government where this is the case.

In relation to both merger control and national security advice we work with corporate advisers to ensure that any notification process operates as smoothly as possible and fits as neatly as possible with the wider deal timetable.

Recent experience

Advising Freshways in relation to its merger with Medina Dairy and obtaining Phase I clearance from the CMA

Advising one of Europe’s leading food chain companies in relation to the CMA’s investigation of a UK acquisition

Advising DPDHL in relation to the UK aspects of its acquisition of global beer, wine and spirits logistics company Hillebrand

Advising the vendor of a company relying on the ‘failing firm’ defence, requiring notifications in Spain and Portugal as well as the UK

Advising in relation to numerous confidential mandatory and voluntary notifications under the National Security & Investment Act, including complex matters raising substantive national security considerations

Noel Beale
Noel Beale
Ian Holyoak
Ian Holyoak