On February 26, 2025 the Düsseldorf Court of Appeal (“DCA”) dismissed a broad application of Germany’s transaction value threshold.[1] The threshold introduced in 2017 is a “safety net” for exceptional cases, not an additional standard aimed to lower the threshold for merger review. Companies in mature markets with established revenue streams face reduced risk of mandatory filings, even for high-value acquisitions.
Since the obligations under the Digital Markets Act (“DMA”) started to apply to the first wave of gatekeepers in March 2024, there have been a number of important developments on the implementation and enforcement of the DMA by the Commission.[1] In particular, the Commission has: (i) adopted a second wave of designation decisions concerning Apple and Booking Holdings Inc. (“BHI”), while exempting other services of Apple, ByteDance, X Holdings Corp., and Microsoft; (ii) defended appeals before the European courts concerning a number of its designation and non-designation decisions; (iii) launched whistleblower tools for the DMA and the Digital Services Act (“DSA”); and (iv) opened non-compliance investigations against Meta, Alphabet, and Apple as well as specification proceedings into Apple’s compliance with DMA interoperability obligations.
Several European competition authorities – including in France, Germany, Italy, and Sweden – can conduct general or sectoral market investigations. By closely reviewing sectors that are not perceived to be functioning well, authorities seek to understand market conditions and evaluate whether anticompetitive practices may be contributing to the perceived issues. Some authorities, such as the Austrian, Belgian, and Dutch, authorities, can merely make recommendations at the end of the investigation. Others, including in Denmark, Germany, and Italy, have the power to subsequently impose conditions to resolve the identified market failures despite the absence of competition infringements.
In the latest instalment of our Antitrust Review podcast, host Nick Levy speaks with Lucia Bonova, one of the European
The following is part of our annual publication Selected Issues for Boards of Directors in 2025. Explore all topics or download the PDF.
Antitrust in 2024 was marked by evolving policy developments, vigorous enforcement, and eye-catching court decisions. In the U.S., an aggressive enforcement approach lead to unpredictability and lengthy merger review process across sectors. In the EU, enforcement of the Digital Markets Act (DMA) intensified scrutiny on digital platforms, while a landmark ruling in the Illumina/GRAIL matter clarified the scope of the EU Commission’s merger jurisdiction. In the UK, the Competition and Markets Authority (CMA) cleared the Vodafone/Three merger with behavioral remedies, signaling a significant departure from its historic practice to require structural remedies. 2025 will see new antitrust leadership on both sides of the Atlantic with an expectation that the U.S. will largely return to a more traditional approach on antitrust under the Trump Administration and that Europe will continue to enforce digital rules and bring cases related to AI with a focus on promoting growth in clean tech and AI sectors.
For more insights and analysis from Cleary lawyers on policy and regulatory developments from a legal perspective, visit What to
On November 29, 2024, the German Federal Cartel Office (“FCO”) concluded that Microsoft’s hiring of nearly all of Inflection AI, Inc.’s (“Inflection”) employees together with agreements on financing and the use of Inflection’s intellectual property amounted to a “concentration” under German merger control law. However, due to the lack of “substantial domestic operations” at the time of the acquisition, the FCO declined jurisdiction to review the case.[1]
The UK Competition and Markets Authority (CMA) has cleared the Vodafone/Three[1]merger subject to behavioural remedies. The transaction will bring together two of the four largest UK mobile network operators and potentially transform the UK telecoms landscape. The CMA’s approval decision comes against the backdrop of widespread scepticism of consolidation in the mobile telecommunications sector across Europe. It also departs from the CMA’s previous policy of seeking structural remedies to address competition issues and blocking problematic deals where no structural remedy could be found.
On December 5, 2024,[1] the Paris Court of Appeals (“Court of Appeals”) clarified the scope of its judgment of June 27, 2024, referring back the assessment of TDF’s acquisition of Itas to the French Competition Authority (“FCA”).[2] The Court ruled that the referral was limited to further investigation, while the final decision would be taken by the Court of Appeals (not the FCA).
In the latest instalment of our Antitrust Review podcast, host Nick Levy is joined by colleagues from Cleary Gottlieb’s Brussels