M&A – strategic acquisitions and dealmaking
M&A activity involving US-listed, Irish-incorporated companies was sustained in Q3 with a continuing mix of large strategic and smaller bolt-on acquisitions, alongside disposals of non-core businesses across various sectors (including infrastructure and energy, life sciences and insurance/financial services).
The most significant transaction was in the insurance sector with Aon’s proposed acquisition of USI Insurance Services in an all-cash transaction valued at approximately US$17bn. In addition, Pentair announced the acquisition of Taco Group for approximately US$1.4bn and nVent Electric announced the acquisition of Maverick Power for US$1.75bn with a significant earnout of US$550m. On the disposal side, James Hardie announced the sale of its European fibre gypsum and cement-bonded products business to Holcim Westbeteiligungs GmbH for US$980m as part of its portfolio optimisation strategy. Bolt-on activity included Accenture’s acquisition of McCoy, Jazz Pharmaceuticals’ acquisition of Actio Biosciences and TE Connectivity’s acquisition of Astrodyne TDI.
Separations – limited new activity
There were no material corporate separations announced during Q3 however previously announced separations continued to be advanced. In particular, Medtronic launched an exchange offer to split-off up to 80.1% of the shares in MiniMed, Medtronic’s former diabetes business, offering its shareholders the opportunity to exchange their Medtronic shares for MiniMed shares. The exchange offer follows MiniMed's IPO earlier in 2026.
Fundraising – debt capital market activity and acquisition financings
There were no notable large equity fundraisings in Q3, as issuers continued to raise smaller amounts of capital through ATMs, standby equity agreements and targeted placements and other transactions.
There was more activity across the debt markets in Q3 as issuers sought to fund M&A activity, refinance and reprice debt and advance balance sheet management and other capital allocation strategies. Some larger scale debt financing transactions included Aon plc’s US$13.5bn notes offering to fund its acquisition of USI Insurance Services and Jazz Pharmaceuticals’ concurrent US$1.15bn exchangeable notes offering and US$225m share repurchases.
Miscellaneous – redomiciliations and listing simplification
In the area of redomiciliations, Verve Group’s shareholders and the Swedish corporate registry have approved its migration to Ireland from Sweden by way of a transfer of its registered office. The migration, which is being implemented pursuant to the EU framework applicable to Societas Europaea (an EU form of public company), is expected to become effective in early October. Verve commented that the migration provides optionality for a future U.S. direct listing (which is not possible in Sweden and can be challenging in some other EU jurisdictions). This demonstrates Ireland remains a destination of choice for European businesses exploring a U.S. listing (whether directly or through a separation).
Flutter Entertainment plc’s previously announced cancellation of its secondary listing on the London Stock Exchange (leaving it with a sole NYSE listing) also took effect during Q3, further demonstrating a preference by issuers for simple listing footprints and for U.S. exchanges.
Following the failure by Weatherford to secure the requisite shareholder approval of its earlier proposal to redomicile to Texas, Weatherford obtained shareholder approval for a revised proposal to redomicile from Ireland to Delaware by way of an Irish law scheme of arrangement. The redomiciliation is driven by a desire to align Weatherford’s corporate and operational structure given Weatherford’s existing headquarters in Houston, Texas and substantial operations in the US across the energy sector. It is expected that the redomiciliation will be completed in Q4, subject to Irish court approval.
US GAAP Reporting: US-listed, Irish-incorporated groups are permitted to avail of an exemption under Irish law to prepare their Irish statutory financial statements in accordance with US GAAP (as opposed to IFRS/Irish GAAP). This exemption is due to expire on 31 December 2030. The Irish Government is actively considering an amendment to Irish law to extend or remove the time limit on the exemption, and a further update is expected later this year.
Irish Merger Control thresholds: Since 1 July 2026, higher mandatory notification thresholds under Irish antitrust legislation apply, being (i) where the parties generate aggregate Irish turnover of at least €100m (previously €60m); and (ii) at least two parties generated Irish turnover of €15m each (previously €10m). By increasing the thresholds, the reform seeks to focus regulatory resources on transactions with a greater potential to raise substantive competition issues and to streamline the approval process for smaller transactions that pose limited competition risk. For further information, see Ireland to raise merger notification thresholds: what dealmakers need to know | A&L Goodbody LLP.
DTC settlement/CSDR: DTC currently relies on transitional arrangements under the EU Central Securities Depositories Regulation (CSDR) to provide settlement services for securities issued by Irish companies without formal recognition from the European Securities and Markets Authority. Those arrangements are currently due to expire in January 2027.
It is currently anticipated that the transitional arrangements will be extended by a further 3 years under the EU’s Market Integration and Supervision Package. Accordingly, it is not expected that there will be any interruptions or impacts to Irish-incorporated issuers who use DTC for their stock settlement systems.
No Automatic Shareholder Access to a Company’s Privileged Legal Advice: A recent Irish High Court decision held that Irish law does not recognise an automatic "shareholder rule" entitling shareholders to inspect a company's privileged legal advice. The High Court's ruling establishes that legal advice privilege is an entitlement of the company as a separate legal entity and not of its shareholders. Accordingly, unless a shareholder holds a specific contractual or constitutional entitlement to inspect privileged materials, companies can be confident that any privileged legal advice which they obtain (whether in connection with M&A, shareholder disputes or other decisions) is protected from shareholder access.
Pillar Two – Insights from the first filing season
The first Irish Pillar Two filing deadline passed on 30 June 2026. Revenue reported receiving almost 1,900 Pillar Two returns from approximately 1,700 taxpayers, including around 1,700 Qualified Domestic Top-up Tax (QDTT) returns, with roughly two-thirds of all Pillar Two returns reported as nil returns. Revenue also reported receiving 220 GloBE Information Returns and Top-up Tax Information Returns, together with approximately 1,400 Notifications of Filer covering 27 jurisdictions.
Revenue has reported that Pillar Two compliance levels have generally been high but that it will continue to review registrations, filing positions and groups identified through country-by-country reporting data. The statistics indicate the significant compliance burden associated with Pillar Two for multinational groups but that businesses are taking active steps to ensure their compliance with the new filing and reporting requirements.
Budget 2027 – Potential extension of stamp duty exemption to companies with a dual-US/Canadian and third country listing
The Irish Minister for Finance is scheduled to deliver the Irish Government’s budget for 2027 on 6 October 2026.
One measure under ‘serious consideration’ is an extension to the existing Irish stamp duty exemption which applies to transfers of shares in Irish companies that are listed and traded on US or Canadian stock exchanges and are settled through DTC. The proposals, if enacted, could see the scope of this exemption extended to cover Irish companies with a dual listing on a US/Canadian stock exchange and another third country exchange. We await further updates from the Irish Minister of Finance, including as to how exactly the proposals, if enacted, will apply.
Date published: 1 October 2026
