The number of mergers and acquisitions notified to the Competition and Consumer Protection Commission (CCPC) increased by 7.5% last year, according to the organisation’s Mergers and Acquisitions Report for 2017.

Under Irish law, businesses which meet certain financial thresholds must notify the CCPC about a proposed acquisition or merger before it can take effect.

CCPC chairperson Isolde Goggin commented: “While we did not prohibit any proposed transactions, we did require formal commitments for the clearance of four transactions. Without these commitments, competition would have been adversely affected in a number of markets.

“Our role in reviewing mergers and acquisitions is to ensure that proposed transactions do not substantially lessen competition in any market within the State. Competitive markets where businesses can compete and consumers can exercise choice are a key driver of productivity, innovation and long-term growth.”

Transactions notified in 2017 involved an estimated aggregate turnover in Ireland of €56 billion. Motor fuel and Information and Communications were the most prominent sectors.

In Association with

Goggin cautioned that, along with compelling businesses to notify, competition law also allows the CCPC to intervene where a proposed transaction may not be notifiable but may have a significant negative impact on competition.

“In addition to assessing mergers notified to us, we undertake our own market surveillance. Through this surveillance, we became aware of a proposed transaction whereby Kantar Media was intending to purchase Newsaccess in February 2017,” said Goggin.

“Although the proposed transaction fell below notifiable financial thresholds, we were concerned that Kantar Media would be essentially removing its closest and most substantial competitor in the market. Following considerable engagement with the CCPC, the parties made a voluntary notification and were required to provide commitments, including the selling of assets to enable a new competitor enter the market.”

Commenting on the CCPC report, competition law expert Philip Andrews (pictured) of law firm McCann Fitzgerald observed that complex media mergers face significant delays. “Review of a national newspaper’s bid to acquire some regional titles showed how long regulatory approval of a media merger can take: nine months (275 days)," said Andrews.

Celtic Media Saga

“Filed with the CCPC on 5 September 2016, CCPC approval of INM’s acquisition of Celtic Media issued on 10 November 2016. Then followed an exhaustive media merger review process involving: (i) a Phase 1 review from 21 November to 4 January 2017; (ii) an advisory panel review from 13 February to 9 March 2017; (iii) review by the Broadcasting Authority of Ireland from 16 January to 9 May 2017; and (iv) review and submission to the minister by department officials from 9 May to 30 May 2017. Under statutory timeframes, the Minister ultimately had until 6 June 2017 to decide the case, but the parties announced their intention to abandon the deal on 2 June 2017.”

The CCPC is currently mulling Bay Broadcasting's takeover of Radio Nova, and the Irish Times takeover of the Irish Examiner.

Andrews added that investments by Bain Capital, Kennedy Wilson, Hammerson plc, Deka Group, Oaktree, Macquarie, Capvest, Exponent and Carlyle in Irish real estate and businesses (notably, shopping centres and hotels) accounted for 15% of 2017 filings. Acquisition of independent motor fuel retailers by the major franchises (Topaz, Applegreen and Maxol) accounted for another 15%. Meanwhile consolidation in Irish lamb, beef and pork processors continues apace.”