Public Company Watch

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FPO: Amazon / Deliveroo Case Study Internal Documents as the Key Tool of Regulators in Merger Control Procedures

By Paul Hastings on September 23, 2018

FPO:

a Pandora’s Box of Risks (and Opportunities?)

In recent years, there has been a proliferation of merger control rules throughout the world as well as policy changes in the field. As shown by Amazon’s experience in its recent 16% minority shareholding acquisition of the online restaurant delivery operator Deliveroo, this has led to new risks and challenges for merging companies, as well as significant timing issues (in big, worldwide transactions, it can now take as long as 18 months or more to get through all of the regulatory minefields). At least 130 jurisdictions in the world (of about 200) have rules which concern, directly or indirectly, merger control procedures or filing requirements, from the most experienced (U.S., European Union, and some of the Member States of the EU) to the most recent (Guatemala). The U.K. has a unique approach to merger control, and the recent Amazon / Deliveroo case, cleared in August 2020 by the U.K. Competition and Markets Authority (CMA) after about a year of procedure, provides a telling example of how review of internal documents may arise and even benefit the notifying party on the merits.

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