Introduction
2024 was another busy year for merger review in the Republic of Ireland by the Competition and Consumer Protection Commission (CCPC), which marked its 10th anniversary in October 2024.
In Ireland, mergers and acquisitions (mergers) that meet certain financial thresholds, so-called, above threshold mergers, set out in the Competition Act 2002, as amended (the Act), must be notified to the CCPC, which determines whether they could result in a substantial lessening of competition (SLC) in any market for goods or services in the State.
The CCPC also enjoys a statutory power to call-in below threshold mergers where the merger in question may have an effect on competition in markets for goods or services in the State. This assumed greater significance in 2024, following the Illumina/Grail ruling, in which the Court of Justice of the EU (CJEU) held that a national competition authority in EU Member States may only refer or join referrals of mergers to the European Commission under Article 22 of the EU Merger Regulation (EUMR) if it has competence under its own national law to review the relevant merger.
Recently, the CCPC published its Annual Mergers and Acquisitions Report 2024, providing details of the mergers and acquisitions notified to, and reviewed by, the CCPC throughout 2024.
Key statistics
Notable statistics to emerge from the report include:
82 mergers were notified in 2024, an increase of almost 21% compared to 2023.
The CCPC issued 77 determinations (including seven cases carried over from 2023).
One further merger notified in 2023 and carried over to 2024 was declared invalid.
Over 70% of notified mergers were made under the Simplified Merger Notification Procedure (SMNP).
SMNP mergers were cleared within 13.3 days of notification on average, compared to 16.3 working days, which was the average time to issue a determination in a non-extended Phase 1 investigation.
Eight Phase 2 investigations were either progressed or concluded in 2024.
The professional services sector (including legal, accountancy, consultancy, engineering, and veterinary) was the most prominent sector, with 13 merger notifications received.
Assessment
In 2024, the CCPC issued an assessment to the parties involved in one Phase 2 investigation, M/24/018 – Phoenix/Cellnex, formally outlining its preliminary competition concerns and the evidence supporting those concerns. (The CCPC cleared the merger in early 2025, subject to detailed binding divestment commitments).
Formal Commitments
In 2024, formal commitments to address competition concerns were accepted by the CCPC in respect of two cases, thus paving the way for their clearance:
M/23/065 – Phey Topco/Trasmore – CCPC Business, which involved the divestment of a business.
M/24/011 – LloydsPharmacy/McCabes Pharmacy, which involved the divestment of two pharmacies.
Beauchamps acted for the vendor(s) in each of the above two mergers.
Blocked Merger
In 2024, the CCPC blocked the merger notified in case, M/23/011 – DAA plc / Certain Assets of Mr Gerard Gannon. The CCPC’s investigation found that the deal would have substantially lessened competition in car parking serving Dublin Airport, as daa would own over 90% of the public car parking spaces if the purchase went ahead. In the CCPC’s view, this would have harmful consequences for consumers, including potentially higher prices.
The CCPC's Call-In Power
As noted above, the CCPC is empowered under the Act to require notification of below threshold mergers where the merger in question may have an effect on competition in markets for goods or services in the State. While the CCPC has not, to date, exercised these powers, it states in its report that it considered several below-threshold transactions in 2024 with a view potentially to calling them in, but decided not to do so. The CCPC states that it will continue to monitor merger activity in Ireland and engage with parties on below-threshold transactions which may raise competition concerns.
Proposed New CCPC Guidelines for Merger Analysis
In addition to the foregoing, the CCPC opened a public consultation on the proposed adoption of revised CCPC Guidelines for Merger Analysis (the current Guidelines were adopted by the CCPC over 10 years ago). The findings of the public consultation are expected to be published later this year. The new Guidelines, once adopted, will set out the CCPC’s analytical framework and approach to conducting merger analysis in order to establish whether a merger will lead to a SLC in any market for goods or services in the Republic of Ireland.
For more information, please contact John Gaffney or your usual contact in Beauchamps LLP.
