Key Updates on Merger Control Worldwide
The Antitrust, Competition & Foreign Direct Investment meeting provided a comprehensive overview of significant global developments in merger control, highlighting upcoming changes in Australia, the UAE's new turnover thresholds, and the impact of the Illumina/Grail judgment on EU member states' call-in rights. We also gained insights into the future of U.S. competition law enforcement in M&A transactions.
We heard updates from member firm lawyers, including Haydn Flack and Geoff Carter of MinterEllison (Australia); Mariam Sabet of Al Tamimi & Company (UAE); Eliza Gotz of CMS Germany; and Debbie Feinstein of Arnold & Porter (Washington, DC, USA).
Key Takeaways
-Australia is transitioning to a mandatory and suspensory merger control regime from January 2026. The regime has complex turnover thresholds that will require sophisticated transaction planning, particularly for deals potentially closing in 2026.
-The USA antitrust landscape is experiencing significant shifts, including potential politicization of enforcement agencies. The FTC now has more burdensome Hart-Scott-Rodino filing requirements that substantially increase pre-merger documentation demands.
-The UAE has dramatically transformed its competition law, removing sectoral exemptions and introducing a low turnover threshold of 300 million dirhams (approximately USD 81 million), signaling a more aggressive regional approach to merger control.
-In the European Union, the Illumina-Grail judgment has created legal uncertainty, prompting multiple member states to introduce "call-in rights” to review transactions below traditional merger control thresholds, particularly targeting potential "killer acquisitions” of innovative startups.
-Emerging jurisdictions like those in the Middle East are increasingly aligning with international competition standards. Countries like Saudi Arabia, Kuwait, Egypt, and the UAE are adopting more sophisticated merger control regimes and joining regional competition networks.
-Global merger control is becoming increasingly complex and unpredictable. It requires multi-jurisdictional expertise and careful pre-transaction analysis of notification requirements, as well as significant variations in thresholds, review processes, and potential enforcement approaches.