Competition

The figures are fresh off the press: the European Commission published its Fifth Annual Report on the screening of foreign direct investments (“FDI”) into the European Union (“EU”) just a few days ago.[1] Like the previous editions, the Fifth Annual Report offers a statistical overview of the EU FDI framework’s activities in the previous year (2024 for the Fifth Annual Report).  Based on submissions from all 27 Member States, the report surveys both the performance of Member States’s national screening regimes and the functioning of the EU cooperation process for FDI. FDI screening has expanded its reach in the EU, from 14 Member States having active FDI screening tools in 2019,[2] to 24 today, with the remaining three Member States in the midst of enacting similar tools. [3] This post distils the five key trends that have emerged in the past year highlighted by the Fifth Annual Report.Continue Reading EU’s Fifth FDI Annual Report: Five trends in Europe’s screening activities

The war in Ukraine, and other recent geopolitical conflicts, has underscored the need for EU-based defence capabilities to scale up to face these challenges. Several EU initiatives which have sought to stimulate investment are starting to bear fruit, as the European Defence Agency recently reported record high defence spendings in the EU (€350bn for 2024, a 19% increase to 2023). Political support for the sector has been demonstrated by Commission President Von Der Leyen proclaiming “a new era for European Defence and Security” in her latest State of the European Union address.

In this context, understanding the regulatory framework applicable to investments in the EU defence sector is proving increasingly important. Foreign direct investment (“FDI”) screening regimes represent one of the most important regulatory checks to clear for investors.

This blog post reviews five key points for investors to consider when making investments in the defence sector given the current geopolitical context.Continue Reading Five Key Points on FDI Screening in the EU Defence Sector

On June 25, 2025, the European Commission adopted the Clean Industrial Deal State Aid Framework (CISAF) to promote the EU’s goals for decarbonization and competitiveness. CISAF makes permanent the relaxed State aid compatibility rules adopted under the Temporary Crisis and Transition Framework (TCTF). It will be in effect from June 25, 2025 until December 31, 2030.Continue Reading The European Commission adopts the Clean Industrial Deal State Aid Framework

On 2 June 2025, the European Commission (“Commission”) fined the food delivery companies Delivery Hero and Glovo EUR 329 million for engaging into cartel conduct through agreeing not to poach each other’s employees, exchanging competitively sensitive information, and allocating geographic markets.

The decision signals increased antitrust scrutiny of labour-related arrangements between rivals  and underscores the need for companies to implement safeguards when holding non-controlling minority interests in competing businesses. For the time being, the Commission has only issued a press release and a statement; it will release a public version of its decision in the coming months.

Key takeaways

  • A first in two respects. This marks the Commission’s first cartel decision targeting labour-related practices (specifically in relation to a no-poach agreement), and the first time it has enforced concerns about holding a minority stake in a competitor.
  • Tighter enforcement in labour markets. The decision confirms the Commission’s known hard stance towards no-poach agreements between competitors, in line with the increased antitrust scrutiny of these and comparable arrangements in the EU Member States and elsewhere.
  • Minority shareholdings as a vector for collusion. The Commission’s decision underlines the collusive risk that may arise from owning a minority stake in rival companies. Minority shareholdings in a competitor may grant access to competitively sensitive information, enabling alignment of commercial strategies between the parties. As such, minority shareholders must ensure their rights are used only to protect the value of their investment and should implement safeguards to prevent access to competitively sensitive information.  

Background

Delivery Hero and Glovo are two large food delivery companies active in Europe. In July 2018, Delivery Hero acquired a non-controlling minority stake in Glovo and, during the following years, progressively increased its stake through subsequent share acquisitions until it acquired sole control of Glovo in July 2022.

The Commission’s investigation was triggered by information received from a national competition authority (likely the Spanish competition authority which reviewed Delivery Hero’s acquisition of Glovo in 2022) and an anonymous whistleblower.

The conduct

The Commission found that, from July 2018 until July 2022, Delivery Hero and Glovo engaged in the following multi-layered conduct:Continue Reading European Commission issues first no-poach decision in labour markets, warning against the collusive risks of minority shareholdings

U.S. Secretary of Commerce nominee Howard Lutnick delivered a detailed preview of what to expect from the Trump Administration on key issues around technology, trade, and intellectual property.  At his nomination hearing before the Senate Committee on Commerce, Science, and Transportation on Wednesday, January 29, Lutnick faced questions from senators about the future of the CHIPS and Science Act, global trade, and particularly U.S. technological competition with China, including export controls and artificial intelligence after the release of China’s AI model “DeepSeek.”  Lutnick, who was introduced by Vice President J.D. Vance, committed to implementing the Trump Administration’s America First agenda. 

If confirmed, Lutnick will lead the Commerce Department’s vast policy portfolio, including export controls for emerging technologies, broadband spectrum access and deployment, AI innovation, and climate and weather issues through the National Oceanic and Atmospheric Administration (“NOAA”).  In his responses to senators’ questions, Lutnick emphasized his pro-business approach and his intent to implement President Trump’s policy objectives including bringing manufacturing—particularly of semiconductors—back to the United States and establishing “reciprocity” with China in response to what he called “unfair” treatment of U.S. businesses.

Technology Competition with China, Export Controls, and Intellectual Property

Senators on both sides of the aisle asked Lutnick about the threat of Chinese competition in emerging technologies, such as AI.  Lutnick stated that it is evident the Chinese used “stolen” and “leveraged” U.S. technologies to develop DeepSeek and that the United States needs to stop China from “using our tools to compete with us.” 

Lutnick noted that China has found ways to evade U.S. export controls and that, under his direction, the Commerce Department will reinforce these controls with punitive tariffs to ensure compliance.  Lutnick also criticized the Chinese for refusing to respect U.S. innovators’ IP in China, stating that the Chinese should expect the same treatment in the United States under a new policy of “reciprocity.”  As Commerce Secretary, Lutnick will oversee the Bureau of Industry and Security (“BIS”) and the U.S. Patent and Trademark Office (“USPTO”), which he noted will carry out the Trump Administration’s America First agenda, including by preventing the Chinese from “abusing” the U.S. patent system.  In response to questioning from Senator Marsha Blackburn (R-TN), Lutnick also stated that he would work to reduce the backlog of patent applications pending at the USPTO. Continue Reading What Commerce Secretary Nominee Howard Lutnick’s Confirmation Hearing Tells us about Technology Policy in the Trump Administration

On 16 January 2025, the European Data Protection Board (“EDPB”) published a position paper, as it had announced last year, on the “interplay between data protection and competition law” (“Position Paper”).

In this blogpost, we outline the EDPB’s position on cooperation between EU data protection authorities (“DPAs”) and competition authorities (“CAs”) in the context of certain key issues at the intersection of data protection and competition law.

Key takeaways

  1. In the interest of coherent regulatory outcomes, the EDPB advocates for increased cooperation between DPAs and CAs.
  2. The Position Paper offers practical suggestions to that end, such as fostering closer personal relationships, mutual understanding, and a shared sense of purpose, as well as more structured mechanisms for regulatory cooperation.
  3. The EDPB is mindful of the Digital Markets Act’s (“DMA”) significance in addressing data protection and competition law risks.

Summary of the Position Paper

The EDPB first outlines certain overlaps between data protection and competition law (e.g., data serving as a parameter of competition). The EDPB argues that as both legal regimes seek to protect individuals and their choices, albeit in different ways, “strengthening the link” between data protection and competition law can “contribute to the protection of individuals and the well-being of consumers”.

The EDPB takes the view that closer cooperation between DPAs and CAs would therefore benefit individuals (and businesses) by improving the consistency and effectiveness of regulatory actions. Moreover, the EDPB emphasises that, based on the EU principle of “sincere cooperation” between regulatory authorities and pursuant to the European Court of Justice’s ruling in Meta v Bundeskartellamt (2023), cooperation between DPAs and CAs would be “in some cases, mandatory and not optional”.Continue Reading EDPB highlights the importance of cooperation between data protection and competition authorities

The new European Commission, which took office in December 2024, will likely rebalance its policy priorities, putting greater emphasis on competitiveness and innovation and less on risk-prevention and regulation. Over the past five years, the EU adopted several sweeping tech regulations, such as the Digital Services Act (DSA), the Digital Markets Act (DMA), and the AI Act. For the next five years, the focus is likely to be on implementing and streamlining these rules, rather than adopting new overarching tech regulatory frameworks. The Commission will also seek to facilitate greater public and private investment in technology, a sector in which the EU has lagged over the past 20 years, as noted by Mario Draghi in his report on Europe’s competitiveness.

Tech Policy Central to the EU

For the 2024-2029 term, Henna Virkkunen has been appointed as the Executive Vice-President (EVP) for Tech Sovereignty, Security and Democracy. Virkkunen’s portfolio places tech policy at the heart of the new Commission’s agenda, reflecting its strategic importance for EU competitiveness.

Virkkunen, a former Member of the European Parliament from Finland with a robust track record in tech policy, assumes leadership of the Directorate-General for Communications Networks, Content and Technology (DG CNECT). In contrast to the often-aggressive stance of her predecessor, Thierry Breton, towards industry leaders, Virkkunen is expected to be more collaborative. Virkkunen’s alignment with von der Leyen’s vision is anticipated to bring coherence to the Commission’s tech agenda. DG CNECT no longer reports to two Commissioners (Vestager and Breton in the last Commission), which will simplify its management. Placing it under EVP Virkkunen, who is relatively senior in the College of Commissioners, underscores that digital policy is a priority for this Commission.

Virkkunen will need to coordinate closely with other Commissioners, such as Stéphane Séjourné (EVP for Prosperity and Industrial Strategy), who will oversee the development of a European competitiveness fund to support emerging technologies. This initiative should align with Virkkunen’s efforts to strengthen EU capabilities in AI and semiconductors through Important Projects of Common European Interest. Virkkunen also effectively oversees four other Commissioners, including Ekaterina Zaharieva (Startups, Research and Innovation), who has been mandated to set up a European AI Research Council in order to bolster innovation, and Michael McGrath (Democracy, Justice, the Rule of Law and Consumer Protection), who will revise data retention rules to address potential privacy and security concerns.

Virkkunen’s Ambitious Policy Agenda

Henna Virkkunen’s mission is both expansive and strategically aligned with the EU’s overarching goals of digital sovereignty and competitiveness. She has three core priorities: artificial intelligence (AI), cloud computing, and quantum technologies.Continue Reading What Does the New European Commission Mean for EU Tech Policy?

The Federal Trade Commission (“FTC”) has announced revised thresholds for determining whether transactions need to be filed under the Hart-Scott-Rodino (“HSR”) Act, along with an updated HSR filing fee schedule. The new minimum “size of transaction” notification threshold for acquisitions of voting securities, assets, or controlling interests in non-corporate entities will be $126.4 million, an increase from the prior threshold of $119.5 million. The new thresholds and fee schedule will be effective February 21, 2025, 30 days after their publication in the Federal Register.

The FTC also announced an increase in the maximum daily civil penalty amount for HSR violations from $51,744 to $53,088 for each day of the violation. The new maximum applies to civil penalties assessed on or after January 17, 2025.

Finally, the FTC also announced slightly higher caps for the de minimis exceptions of Section 8 of the Clayton Act, which prohibits certain interlocking directorates between competing corporations. The new Section 8 exception levels became effective on January 22, 2025, when they were published in the Federal Register.

HSR Act Thresholds and Filing Fees

The HSR Act requires parties to certain mergers and acquisitions to notify the FTC and Antitrust Division of the U.S. Department of Justice (“DOJ”) and observe a waiting period (usually 30 days) prior to consummating a reportable transaction. The notification thresholds are adjusted annually based on changes in the gross national product, with the new, revised thresholds as follows:Continue Reading FTC Increases HSR Filing Thresholds and Fees, Penalties, and Thresholds Applicable to Board “Interlocks” for 2025

On December 12, 2024, the U.S. Federal Trade Commission (FTC) authorized its staff to file a complaint against alcohol distributor Southern Glazer’s Wine and Spirits, LLC (“Southern Glazer’s”). The complaint alleges that the company engaged in price discrimination—charging higher prices to independent businesses and lower prices to large national and regional chains—in violation of Section 2(a) of the Robinson-Patman Act (“RPA”). The Commission voted 3-2 along party lines to file the lawsuit in federal district court, with the two Republican-appointed Commissioners—Commissioners Melissa Holyoak and Andrew Ferguson—issuing strongly worded dissenting statements (see here and here, respectively). Prior to this case, the federal antitrust agencies—the FTC and the Antitrust Division of the U.S. Department of Justice (the “Antitrust Division”)—had not brought an enforcement action under the RPA in more than two decades.

The Robinson-Patman Act:

According to the Supreme Court in Volvo Trucks N. Am., Inc. v. Reeder-Simco GMC, Inc.,546 U.S. 164, 175 (2006), Congress enactedthe RPA in 1936 to “target the perceived harm to competition occasioned by powerful buyers” in response to the advent of large chain stores. At the time, Congress was worried that large firms could extract lower prices from manufacturers or suppliers than smaller businesses. Id.

The RPA covers several categories of conduct. Most relevant here, Section 2(a) makes it unlawful for any person “engaged in commerce” to “discriminate in price between purchasers of commodities of like grade and quality” where the effect of such discrimination may be to lessen competition, tend to create a monopoly, or injure competition with any person who receives the benefit of such discrimination or their customers. There are several potential legal defenses to this provision, including that the price difference was justified by costs incurred by the seller, that the lower price was available to all customers, that the price differential did not cause the customer that paid a higher price to lose sales, and that the price difference was the result of meeting a competitor’s price.Continue Reading FTC Brings First Robinson-Patman Act Case in More Than Two Decades

On October 10, 2024, the federal antitrust agencies finalized the most significant changes to the U.S. merger notification regime since the enactment of the Hart-Scott-Rodino (“HSR”) Act in 1976. The Final Rule—which was issued by the U.S. Federal Trade Commission (“FTC”) with the concurrence of the Antitrust Division of the Department of Justice (“DOJ”) (together, “the Agencies”)—will significantly increase the burden on companies whose transactions must be notified to the Agencies pursuant to the HSR Act.

The Final Rule will become effective 90 days after publication in the Federal Register, meaning that the expanded filing requirements will take effect no earlier than mid-January 2025.

Although the Agencies significantly scaled back the changes they originally proposed in June 2023, the Final Rule will still fundamentally reshape the HSR process. According to the Agencies themselves, filings in most cases will take additional time to prepare and become much more expensive, which could extend deal timelines.

Notable new requirements include:

  • adding a “supervisory deal team lead” to the individuals from whom transaction-specific documents must be collected;
  • requiring production of certain non-transaction specific documents that analyze competitive overlaps relevant to the Transaction that were provided to the CEO (or CEOs of subsidiaries involved in the transaction) or members of the board;
  • submission of narrative descriptions of each strategic rationale for the transaction and of any horizontal overlaps or vertical relationships between the parties; and
  • providing the most recent year’s sales data for each overlapping product or service between the parties.

The FTC vote to issue the Final Rule was unanimous. The FTC and DOJ each issued press releases to accompany the issuance of the Final Rule, FTC Chair Lina M. Khan issued a statement (joined by Commissioners Rebecca Kelly Slaughter and Alvaro Bedoya), and Commissioners Andrew N. Ferguson (here) and Melissa Holyoak (here) each issued a statement as well. Commissioner Holyoak’s statement identifies many of the key differences between the Final Rule and the proposed rule.Continue Reading FTC and DOJ Announce Final Rule Reshaping HSR Filing Requirements