Antitrust, competition and trade

We helped:

• CK Hutchison with its ground-breaking annulment action before the EU General Court (2020) against the European Commission’s prohibition of its proposed acquisition of Telefónica Europe, which operates in the UK under the brand ‘O2 UK’. Following on from our success with UPS (see below), this was only the second successful challenge to a Commission blocking decision since 2002. The judgment is also highly significant for the EU’s merger control regime because the General Court set aside legal theories that had been used in previous cases to extract significant remedies. Read our press release and blog post summarising the judgment.

• Evonik secure its landmark win (2020) against the US Federal Trade Commission (FTC), which had sued to block Evonik’s acquisition of PeroxyChem. This was the first time the FTC had been defeated in a merger challenge since 2015. Read our press release and listen to our podcast summarising the case.

• JD Sports in its successful challenge of the UK Competition and Markets Authority (CMA) decision to block its acquisition of Footasylum. In 2020, the Competition Appeal Tribunal remitted the prohibition back to the CMA for full reconsideration. This was only the second time a merger prohibition decision had been remitted back to the CMA.

• UPS with its successful annulment action before the EU General Court (2017) and Court of Justice (2019) against the European Commission’s prohibition of it acquiring TNT. This was the first successful challenge to a Commission prohibition decision since 2002, only the fourth ever at the General Court and the second only at the level of the Court of Justice.

Through this transformational acquisition AstraZeneca has acquired Alexion’s innovative complement pathway technology platform and new product pipeline, enhancing its ability to treat patients with rare diseases worldwide. This significant, cross-border transaction was scrutinised by competition authorities around the world as well as foreign investment screening in a number of European countries. Our global strategy achieved swift unconditional clearance across jurisdictions.

The complex and high profile cross-border transaction involved reviews by 21 merger control authorities as well as foreign investment screening in the US, Australia and a number of European countries. The deal prompted an in-depth Phase II review by the European Commission and the negotiation of a €4.3bn structural remedy and innovative behavioural remedies to secure clearance. The deal was also subject to a Second Request in the US, where the Department of Justice granted early termination.

The transaction was subject to regulatory clearances in more than 30 countries and required remedies, including a significant disposal of assets across Europe, the US and Asia, and public interest commitments in several jurisdictions. Read more about the deal in our case study.

This worldwide action, said to be the largest ever investigation into alleged cartels in a single industry (involving the supply of seatbelts, airbags and steering wheels to the automotive sector), was driven by the European Commission, the US Department of Justice, and the competition regulators in Japan, South Korea and Brazil, among others.

It has also reached the Court of Appeal and Supreme Court on appeal on points of law in respect of the collective action certification procedure. The action is brought on behalf of a class of around 46m UK consumers for a total of £14bn in damages, reportedly the largest civil damages claim ever brought in the UK courts.

We successfully obtained regulatory clearances in all the required jurisdictions, including unconditional approval from the European Commission, against a challenging timetable and amid intense public, political and media scrutiny. Our regulatory strategy included providing sophisticated advice to Comcast on the operation of the UK public interest regime and on its dealings with the UK Takeover Panel. Read more about the deal in our case study.

Read more about the deal in our case study.

This continues to be the largest competition damages litigation ever seen in Europe, with multiple claims being pursued across a wide number of jurisdictions against a number of truck manufacturers.

Read more about the case in our blog.

Recent examples of our work in this area include advising:

• London Stock Exchange Group on the proposed $27bn acquisition of Refinitiv, a financial markets and infrastructure business;

• Infineon Technologies on its $8.7bn acquisition of Cypress Semiconductor Corporation;

• KKR on the acquisition of a €2.9bn co-controlling stake in German media group Axel Springer; and

• a group of private equity firms and institutional investors on the $3.4bn takeover of UK-based satellite telecommunications company Inmarsat.