M&A – active, with continued bolt-on activity
Despite continued macroeconomic and geopolitical uncertainty, M&A activity involving US-listed, Irish-incorporated companies remained active in Q2, ranging from large strategic transactions to smaller bolt-on acquisitions. This was evident across infrastructure and energy, AI/data, healthcare technology and financial services.
On the larger strategic side, the most significant transaction was CRH’s announcement in June that it had agreed to acquire Arcosa in an all-cash deal valued at approximately US$8.5 billion. CRH was also active on the disposal side, selling Oldcastle Lawn & Garden to Pacific Avenue in a transaction valued at over US$1.1 billion. Bolt-on activity also continued, with acquirers using targeted deals to extend their existing platforms, including Medtronic’s acquisition of CathWorks and proposed acquisition of SPR Therapeutics, WTW’s acquisition of FlowStone Partners, Johnson Controls acquisition of Alloy Enterprises and Accenture’s acquisition of Keepler.
Separations – momentum continues
Corporate separations remained a prominent theme. Most notably, Eaton announced in June that it had entered into a definitive agreement to separate and combine its Mobility Group with Dana Incorporated in a $5.1bn Reverse Morris Trust transaction. In addition, Swedish company, Hexagon AB completed the spin-off of Octave Intelligence plc in May, with Octave established as an Irish-incorporated, Irish tax-resident company listed on Nasdaq New York and with Swedish depository receipts trading on Nasdaq Stockholm.
Fundraising – targeted equity and liability management
Fundraising activity in Q2 was limited, with only a small number of issuers raising capital. Where funding was sought, companies used a mix of underwritten offerings, ATMs and other targeted transactions. GH Research successfully raised US$117.5 million in an underwritten ordinary share offering in late April and, shortly afterwards, established a US$200 million ATM equity offering program. Alongside that, balance sheet management remained a focus. Seagate completed privately negotiated exchanges of US$185.908 million principal amount of exchangeable notes for cash and equity, with the exchanged notes retired on closing. Pentair added a new US$500 million term loan tranche as part of a refinancing of its credit facilities. Taken together, Q2 activity points to targeted equity issuance and liability management, rather than broad-based debt issuance.
Miscellaneous – listing simplification, redomiciliation and restructurings
There was a continued move towards simplifying listing footprints, with CRH and Smurfit Westrock delisting from the LSE, leaving the NYSE as both companies’ sole listing venue. Flutter has also announced its intention to delist from the LSE in August 2026.
Weatherford proposed a redomiciliation from Ireland to Texas at its annual general meeting in June. While the proposals received support from more than 60% of the votes cast, they did not achieve the requisite approval threshold required under Irish law to effect the move. Proxy advisory firms Glass Lewis and ISS came out against the redomiciliation over concerns around shareholder rights and governance changes. Weatherford has said it intends to return with an updated proposal to redomicile to Delaware.
On the restructuring front, Trinseo plc formally commenced a voluntary pre-packaged Chapter 11 bankruptcy process to implement an expedited financial restructuring, which is expected to eliminate approximately US$2 billion in debt and reduce annual interest expenses by about US$140 million. Iterum filed a winding-up petition in the Irish High Court and provisional liquidators were appointed.
CRO enforcement: The CRO has signalled a more active enforcement stance for the remainder of 2026, with a particular focus on annual return compliance, non-filing offences and involuntary strike-off proceedings. Broadly, the message is that late filing is once again becoming a meaningful enforcement risk for companies, directors and liquidators, rather than a purely administrative issue. Click here for more detail: Late filers beware! The CRO has signalled its intent to ramp up its enforcement actions
EU AI Act: The EU AI Act introduces a risk-based framework for regulating AI systems and certain AI models in the EU, with obligations determined by how the technology is used. The Act has broad territorial reach and may apply where AI systems or their outputs are made available or used in the EU. The main obligations apply to AI system operators and providers of general-purpose AI models. Several of the key provisions under the Act became applicable on 2 August 2025 however the operative date for certain of the rules and requirements in relation to “high-risk” AI systems has been pushed out to December 2027. Irish-incorporated groups with AI enabled products, services or internal decision-making tools affecting EU users should consider whether the Act applies to their activities. The majority of the obligations under the Act will be enforced by national competent authorities in EU member states. The maximum penalty varies depending on the obligation that is breached but the largest fines are up to the higher of €35m or 7% of annual worldwide turnover. Click here for more detail: EU AI Act Overview.
VAT, transfer pricing and intra‑group arrangements
The recent CJEU decision in the case of Stellantis Portugal S.A. v. Autoridade Tributária e Aduaneira (C-603/24) on 13 May 2026 highlights the continued uncertainty in the interaction between VAT and transfer pricing. The Court confirmed that transfer pricing adjustments made to achieve a target margin will not automatically constitute consideration for a taxable supply for VAT purposes.
While this provides some helpful clarification, the absence of a broader framework means that uncertainty remains in practice. The decision reinforces the importance of ensuring alignment between transfer pricing policies, intercompany agreements and VAT treatment across intra‑group arrangements, particularly where complex pricing or cost‑allocation mechanisms are used.
Click here for more detail: VAT and transfer pricing – The latest European Court ruling | A&L Goodbody LLP
EU Tax Simplification Package - shift towards competitiveness and simplification
The European Commission’s Tax Simplification Package, published on 24 June 2026, signals a shift towards reducing complexity and enhancing EU competitiveness, following a decade of BEPS‑driven reform.
The proposals include wide‑ranging changes to key EU tax directives and point towards greater simplification and consistency in areas such as interest limitation, withholding tax frameworks and CFC rules. In addition to the simplification measures, to enhance competitiveness and attractive innovation, the package also includes proposals for a new EU-wide R&D allowance.
While the proposals are still at an early stage, and remain subject to agreement at EU level, they provide a clear indication of the direction of travel for EU tax policy over the coming years.
Date published: 1 July 2026
