COVID-19: EU and Irish Merger Control – expect possible delays

European Commission – Response to COVID-19

Where a transaction must be notified to the European Commission under the EU Merger Regulation, DG COMP has encouraged the merging parties to delay the submission of the merger notification until further notice. It is also temporarily accepting e-filings and permitting the delivery of hard copy originals to be arranged at a later time. It is currently unclear to what extent (if any) the timelines for ongoing merger cases will be affected and no emergency amendments to the formal merger review timetable have as yet been announced by the Commission

Ireland – Response to COVID-19

Mergers that meet turnover thresholds are subject to a mandatory notification requirement in Ireland (in brief, (i) merging parties with combined turnover in Ireland of at least  €60m and each of 2 of the merging parties with turnover in Ireland of at least €10m, or (ii) a media merger). It is an offence not to notify the CCPC where required and parties are prohibited from putting such mergers into effect unless and until merger clearance has been obtained.

While notification requirements for credit institution mergers were altered in 2008 in response to the global Financial Crisis, there have been no amendments to merger control legislation to date as a result of COVID-19.

The CCPC has issued a press release saying that the collection of customer, competitor and supplier information for the assessment of notifiable mergers is likely to be challenging over the coming weeks due to COVID-19. As a result, the CCPC is encouraging notifying parties, where possible, to delay filing planned merger notifications until further notice. Where it is not possible to delay notifications, the CCPC has requested that notification forms and all supporting documents be submitted in electronic format (and one hour earlier than the standard submission deadline) due to the reduced presence of staff at CCPC premises.

With CCPC officials now largely working from home and with merging parties and third parties less likely to be able to respond as quickly as usual to queries and document requests from the CCPC, there may be a slowing of the merger assessment process. In view of the statutory timelines by which the CCPC is bound, there may be more formal requests for information by the CCPC (possibly combined with extension requests by notifying parties) resulting in extended assessment periods.

Summary for businesses – merger control requirements continue to apply irrespective of COVID-19, they are unlikely to change in principle and do not put mergers into effect which require approval until such approval has been obtained. However, the processes for assessment of notifications is slowing and merging parties are encouraged to delay notifications where possible.

For more information on this topic please contact Alan McCarthy, Partner or any member of A&L Goodbody's EU, Competition & Procurement team.

Date published: 20 March 2020