Deal-makers on cross-border transactions now need to think about UK merger control more often. Save for in a small number of cases formally initiated by the European Commission before the end of 2020, the UK Competition and Markets Authority ("CMA") is now unshackled from the "one-stop shop" of the EU merger control regime, able to pursue its own merger control investigations into international transactions in parallel with those of other authorities.
Some deals involving parties with a significant UK-presence may enjoy a 'Brexit bonus' of falling beneath the EU turnover thresholds (once UK turnover is stripped-out) requiring a mandatory filing to the European Commission.
But in the run-up to Brexit, the CMA has established its credentials as one of the more dynamic and interventionist merger control authorities globally. A combination of its flexible jurisdictional test, comparatively lengthy investigations, and willingness to block deals and take divergent decisions from other authorities means that the CMA is increasingly seen in some quarters as operating a voluntary regime in name only. So as we enter this brave new world of UK merger control enforcement, we summarise below ten things to keep in mind to make sure the CMA does not become an obstacle in your deal.