Key Facts
United States
- Dechert has yet to see an increase in concluded significant U.S. merger investigations despite a surge in merger filings that began in the fall of 2020. Instead, we continue to see a decrease in concluded significant merger investigations year-to-date compared to this point in 2019 and 2020.
- The average duration of significant merger investigations remains around 12 months, with significant variations below and above the average.
- The Federal Trade Commission did not file a single complaint or consent decree in the third quarter, which may suggest that it is taking longer for consent decrees to be finalized under the new administration.
European Union
- The number of significant EU merger investigations concluded this quarter remained below average. Only two investigations were cleared with remedies, one in Phase I and one following a Phase II investigation. The number of deals notified so far in 2021 is, however, still significantly above 2019 levels during the same period.
- The durations of both investigations were broadly in line with previously observed averages, bringing the 2021 average duration to 9.2 months for Phase I with remedies and 17.9 months for Phase II investigations.
- The seven currently pending Phase II investigations lasted on average more than 10 months from announcement to filing, the highest average duration observed since 2011, which may explain the low number of concluded investigations.
The Dechert Antitrust Merger Investigation Timing Tracker (DAMITT) is a quarterly study from Dechert LLP’s Antitrust/Competition practice reporting on trends in significant merger control investigations in the United States (U.S.) and European Union (EU).
In the U.S., “significant” merger investigations include Hart-Scott-Rodino (HSR) Act reportable transactions for which the result of the investigation by the Federal Trade Commission (FTC) or the Antitrust Division of the Department of Justice (DOJ) is a consent order, a complaint challenging the transaction, an official closing statement by the reviewing antitrust agency, or the abandonment of the transaction with the antitrust agency issuing a press release.
In light of the procedural differences between the EU and U.S., DAMITT defines “significant” EU merger investigations to include transactions subject to the EU Merger Regulation (EUMR) and resulting in either a Phase I remedy or the initiation of a Phase II investigation.
DAMITT calculates the durations of significant investigations in both jurisdictions from the deal announcement date through the completion of the investigation, and therefore includes the time attributable to pre-notification consultation efforts.