In this new episode, Annemiek Wilpshaar (DG COMP), Joel Bamford (UK CMA) and Jackie Holland (Cleary Gottlieb) opened the International Merger Conference that occurred in London on the 4th of June 2026.
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DOCUMENTATION
Peter Alexiadis, Konstantinos Lampropoulos, EU competition policy through an industrial policy lens: Adapting to the post-Draghi world, 1 January 2026, Concurrences N° 1-2026, Art. N° 130944
Olivier Guersent, More competitiveness with less competition… seriously?, 1 June 2026, Concurrences N° 6-2026, Art. N° 135190
Peter Alexiadis, Konstantinos Lampropoulos, EU competition policy through an industrial policy lens: Adapting to the post-Draghi world, 1 January 2026, Concurrences N° 1-2026, Art. N° 130944
Key takeaways of Joel Bamford (UK CMA) and Jackie Holland (Cleary Gottlieb) speech "CMA Merger Guidance Update – Efficiency, Innovation, and Convergence with EU Approach":
-* The update is part of a broader 18-month programme focused on clarity, predictability, and pace, covering process, remedies, and now efficiencies.
-* The core legal test is unchanged: efficiencies must be merger-specific, timely, likely, and sufficient to offset anti-competitive effects, supported by verifiable evidence.
-* The guidance provides more detail on how efficiencies are assessed in practice, with more examples and earlier engagement encouraged from pre-notification onwards.
-* Dynamic efficiencies fit within the existing framework, but with explicit recognition that benefits may materialise later, calibrated to innovation cycles.
-* Merger specificity is assessed against what is commercially rational, not merely theoretically possible.
-* Firms feared that raising efficiencies would cause harm or risk an efficiency offence; the guidance normalises early engagement and confirms that such offence cases are rare.
-* Entrenchment, portfolio effects, and ecosystem theories are familiar concepts reframed, with outcomes driven by case-specific evidence.
-* The CMA reviewed Booking/eTraveler on similar theories to the EC but reached a different outcome, showing that a shared framework does not guarantee identical results.
-* The CMA uses Relevant Customer Benefits to consider wider sustainability and resilience outcomes, but stresses that firm, market, and supply chain resilience are distinct concepts.
-* The UK's public interest intervention test provides a separate route for non-competition considerations, applied in banking and during the COVID pandemic.
-* The CMA maintains close working relationships with the EC, DOJ, FTC, and other global agencies, with regular bilateral engagement well beyond major conferences.
Key takeaways of Annemiek Wilpshaar (DG COMP) speech "RETHINKING MERGER GUIDELINES IN A CHANGING GLOBAL COMPETITIVE LANDSCAPE":
EU Merger Guidelines – Modernisation, Efficiency, and New Theories of Harm
-* The update reflects 20+ years of case practice and responds to the Draghi/Letta reports on Europe's competitiveness and productivity gap.
-* The core objective is to help European companies scale up and compete in global markets, not just to update enforcement rules.
-* New guidelines shift from a static, category-based approach to a more dynamic, forward-looking framework centred on market power and rival reactions.
-* For the first time, the Commission explicitly signals that "big is not bad" and that mergers can generate pro-competitive benefits.
-* A new "theory of benefits" concept requires parties to substantiate efficiency claims with concrete economic mechanisms rather than general statements.
-* Direct efficiencies (immediate cost savings, quality gains) are distinguished from dynamic efficiencies (longer-term innovation benefits), with more flexibility on timing and quantification for the latter.
-* Entrenchment concerns apply only to dominant firms in markets with network effects or customer inertia, where the acquired asset is closely related to the dominant firm’s product and important to effectively compete and unique.
-* Portfolio effects now cover brand loyalty, customer overlap, and cross-product negotiation behaviour (Mars/Kellanova).
-* Access to commercially sensitive data is confirmed as a standalone theory of harm (UMG/Downtown).
-* Early engagement is strongly encouraged, particularly on innovation-related claims, as the underlying evidence typically sits with the merging parties.
-* International coordination with agencies such as the ICN and OECD is routine, especially on global markets, remedies, and purchaser alignment.
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