This briefing was updated in February 2021.
The end of the Brexit transition period on 31 December 2020 will make a difference to the way that the UK and EU merger control regimes work. Here's what you need to know:
UK will be outside the EUMR "one stop shop"
While the UK was an EU Member State and during the Brexit transition period, a merger which met the jurisdictional thresholds for notification to the European Commission under the EU Merger Regulation (EUMR) would not usually face scrutiny from any EU member state national merger control authorities, whether in the UK or elsewhere in the EU. Procedurally, this "one stop shop" can be advantageous for merging parties because it avoids having to make multiple filings in different EU jurisdictions. That advantage will continue to be available for mergers affecting EU Member States – but unless the parties' notification has been accepted by the European Commission prior to the end of the transition period, the UK will be outside the EUMR "one stop shop" and the merging parties may need to seek clearance separately from the UK authorities.
For mergers announced or agreed after 31 December 2020, UK turnover will no longer be relevant when assessing whether a merger is caught by the EUMR. This may result in a small reduction in the number of transactions which have to be notified to the European Commission. However, the Commission is not proposing to make any changes to the EUMR thresholds. This suggests that, despite the potential impact of the UK's departure from the EU, it is not particularly concerned about losing the ability to scrutinise larger mergers. That said, if fewer mergers are caught by the EUMR, it is likely to mean that merging parties will have to seek parallel clearance in a number of different EU Member States (as well as, potentially, the UK – see below).