Germany merger control
Produced in partnership with Hogan Lovells

The following Competition practice note produced in partnership with Hogan Lovells provides comprehensive and up to date legal information covering:

  • Germany merger control
  • 1. Have there been any recent developments regarding the German merger control regime and are any updates/developments expected in the coming year? Are there any other ‘hot’ merger control issues in Germany?
  • 2. Under German merger control law, is the control test the same as the EU concept of ‘decisive influence’? If not, how does it differ and what is the position in relation to 'minority shareholdings'?
  • 3. Are joint ventures caught by the national merger control provisions (including non-structural, cooperative joint ventures)?
  • 4. What are the merger control thresholds and would a purely foreign-to-foreign transaction be caught (commenting on any ‘effects’ doctrine/policy if relevant)?
  • 5. Are there any specific issues parties should be aware of when compiling and calculating the relevant turnover for applying the jurisdictional thresholds?
  • 6. Where the jurisdictional thresholds are met, is notification mandatory and must closing be suspended pending clearance?
  • 7. Is there any discretion to review transactions that fall below the notification thresholds?
  • 8. Is it possible to close the deal globally prior to local clearance?
  • 9. Is there a deadline for filing a notifiable transaction and what is the timetable thereafter for review by the FCO?
  • More...

Germany merger control

A conversation with Falk Schöning, partner in the Brussels office of global law firm Hogan Lovells on key issues on merger control in Germany.

NOTE–to see whether notification thresholds in Germany and throughout the world are met, see Where to Notify.

Note–temporary changes to deadlines due to coronavirus pandemic–see MJ merger control–competition authorities and coronavirus (COVID-19) status

1. Have there been any recent developments regarding the German merger control regime and are any updates/developments expected in the coming year? Are there any other ‘hot’ merger control issues in Germany?

Most recent changes

The German merger control regime experienced its most recent changes under the 9th Amendment of the Act against Restraints of Competition (GWB) (9. GWB-Novelle). The amendment, which came into force on 9 June 2017, introduced a new transaction value threshold designed to capture transactions where the target generates only a small turnover but the value of consideration paid (eg the purchase price) is relatively high. This is often the case with start-up companies and companies owning substantial intangible assets such as valuable data sets or patents. In these transactions, the consideration paid is often indicative of an innovative business idea with a high competitive potential in the future.

In July 2018 the German Federal Cartel Office (FCO) and the Austrian Federal Competition Authority published a joint guidance paper on how their respective transaction value thresholds are

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