Gun jumping

European Commission, European Court of Justice, General Court of the European Union, Gun jumping, Merger control, Merger notification, Merger regulation, Merger Thresholds, Mergers

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On 9 November 2023, the European Court of Justice (ECJ) confirmed that the European Commission (EC) was right to impose two separate fines on Altice for breaching standstill rules and failing to notify its acquisition of PT Portugal, but lowered the fine for failure to notify by €3.1 million. The European Union (EU) merger control…

Dutch clause, Gun jumping, Merger control, Merger notification, Merger regulation, Merger Thresholds

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As Ariel Ezrachi and Maurice E. Stucke noted, just as duck hunters must anticipate the future position of their prey, antitrust policymakers are urged to foresee potential anti-competitive behaviours rather than solely focusing on past constraints. This concept of anticipating potential anti-competitive behaviours has now firmly landed on the desks of policymakers, and the last…

Dutch clause, European Commission, Gun jumping, Merger control

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The EC sets the highest possible fine of 10% of revenue on Illumina, and for the first time fines target (Grail), for gun-jumping, setting a precedent. On 12 July 2023, the European Commission imposed a fine of €432 million on Illumina (and €1,000 on Grail) for having implemented their merger before approval by the European…

Advocate General, Gun jumping, Merger control, Merger regulation, Mergers

, (White & Case) and (White & Case, Belgium)/ /2 Comments

Advocate General Anthony Michael Collins has proposed that the European Court of Justice upheld the General Court’s Altice judgment. In his Opinion, he considered that entering into certain types of pre-closing covenants by an acquirer may constitute gun-jumping, regardless of the absence of the transfer of shares. AG Collins emphasised the importance of deterrence when…

Gun jumping, Merger control, Serbia

(Doklestic Repic & Gajin)/ /Leave a comment

In the last couple of months alone, the Serbian national competition authority (NCA) has started as many as three new gun-jumping investigations. The investigations relate to transactions which parties failed to notify in Serbia even though the Serbian merger filing thresholds were apparently exceeded. On surface, this may indicate an increased risk for parties who…

Dutch clause, European Commission, European Court of Justice, Gun jumping, Innovation, International Law Talk, Merger control, Pharmaceuticals, Podcast

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In the last edition of the International Law Talk Podcast, I had the pleasure to interview Jay Modrall on the Illumina/Grail saga. Jay talks us through the whole case with all its interesting aspects: external and internal dimensions, article 22 referrals, gun-jumping, phase II, court proceedings, substantive issues with competition innovation and much more. Listen…

Gun jumping, Merger control, Merger notification, Merger Thresholds, Mergers, Portugal, Turnover allocation, Turnover thresholds

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As in most jurisdictions, the Portuguese Competition Act (‘PCAct’) provides for an ex-ante merger control regime, according to which concentrations above certain thresholds are subject to mandatory pre-notification. Three alternative thresholds apply i) a turnover threshold, ii) a standard market share threshold and iii) a de minimis market share threshold (see Article 37 of the PCAct)….

Dutch clause, European Commission, General Court of the European Union, Gun jumping, Killer acquisitions, Merger control

(Norton Rose Fulbright, Belgium)/ /Leave a comment

On September 6, 2022, the European Commission (Commission) announced that it had prohibited the acquisition by Illumina Inc., a U.S company supplying sequencing- and array-based solutions for genetic and genomic analysis, of Grail LLC, another U.S. company that develops blood tests for the early detection of cancers, under the EU Merger Regulation (EUMR).  Grail has…

Competition law, ECN, Gun jumping, Ireland, Leniency, Merger control

(DLA Piper Ireland)/ /Leave a comment

On 29 June 2022, Ireland enacted major reforms to its Competition Act.  These changes will impact on all sectors across the Irish economy, with potential target industries such as Life Sciences, Energy, Technology and Consumer Goods facing increased scrutiny – particularly as Ireland is a key HQ location for EMEA operations.  While the reforms belatedly…

European Union, General Court of the European Union, Gun jumping, Merger control

, , , (White & Case) and (White & Case, Belgium)/ /Leave a comment

On 18 May 2022, the EU General Court (the “GC”) upheld the European Commission’s (the “EC”) €28 million fine imposed on Canon for gun-jumping in the context of a (somewhat unique) so-called warehousing structure. The judgment confirms that structures such as the one at issue are not allowed under EU law without an express derogation…