Introduction
The newly published Mergers and Acquisitions Report 2025 of the Competition and Consumer Protection Commission (CCPC) provides a detailed overview of merger control activity in Ireland over the past year. The report shows a surge in merger notifications, efficient handling of routine filings, and rigorous engagement by the CCPC on a handful of cases that gave rise to competition concerns. In this article, we summarise the relevant data, developments, and enforcement trends from the report, and highlight strategic regulatory considerations for businesses involved in Irish M&A.
Background
Mergers and acquisitions which meet certain financial thresholds - where the aggregate turnover in the State of the parties is not less than €60 million, and the turnover in the State of each of two or more of the parties is not less than €10 million - must be notified to the CCPC for review. The CCPC also has the power to require mergers and acquisitions which do not meet those financial thresholds to be notified. The CCPC merger review process will vary according to the complexity of, and competition concerns arising from, a given transaction.
Under the CCPC’s simplified procedure, the CCPC will review mandatory notifiable transactions, which do not give rise to any competition concerns, in short order. Notifications giving rise to potential competition concerns, for example, where the undertakings involved are active in the same product and geographic markets, will be reviewed under the CCPC’s standard procedure.
In Phase 1, the CCPC will review the transaction and either clear it (with or without commitments), or to proceed to a full investigation (Phase 2). The CCPC’s deadline to make a Phase 1 determination is 30 working days from the date (the “appropriate date”) on which the CCPC receives the notification, and the prescribed fee, provided the notification is complete in all material respects. The deadline can be 45 working days after the “appropriate date” if the CCPC receives proposals to address any preliminary competition concerns from any of notifying parties.
A Phase 2 investigation takes place if the CCPC is unable to conclude that the transaction will not lead to a substantial lessening of competition. The CCPC’s deadline to make a Phase 2 determination is 120 working days after the “appropriate date”, or 135 working days after the “appropriate date”, if any of the notifying parties submits proposals to the CCPC. During this time, the CCPC must determine whether to clear the merger and acquisition (with or without conditions) or to prohibit it. The deadline for making a Phase 2 determination is suspended for a certain period if the CCPC issues a formal requirement for information (RFI) to the parties involved. The CCPC must issue an RFI within 30 working days from the date of opening its Phase 2 investigation.
Record M&A Activity and Faster Reviews
The CCPC received 90 merger notifications in 2025, up from 82 in 2024 and 68 in 2023. This represents roughly a 32% increase in notifications since 2023. Despite the heavier caseload, the CCPC issued 91 CCPC determinations in 2025 (including 12 carried over from 2024), of which 58 determinations (64% of the total) were handled via the simplified procedure, with approvals issued in an average of 12.5 working days. Three mergers notified under the SMNP were converted to a standard Phase 1 through the issuance of Requirements for Further Information (RFIs). The average number of working days to reach a Phase 1 determination in non-extended cases was 17.05.
Heightened scrutiny and remedies
While the majority of mergers handled by the CCPC did not raise competition concerns, and no mergers were outright blocked during the year, a small number required extended Phase 1 investigations or full Phase 2 reviews. In 2025, the CCPC progressed six Phase 2 investigations. Of these, two were cleared unconditionally, three cleared with remedies, and one was carried over to 2026. Several transactions were cleared at Phase 1 with remedies, demonstrating that early engagement and constructive solutions can deliver timely outcomes.
Remedies included measures such as divestiture of certain assets or customer contracts, obligations to ensure smooth customer transfer and transparent communication of rights and options, commitments on the future operation and management of the business, and the implementation of information‑sharing firewalls to prevent the exchange of competitively sensitive data, with an independent monitoring trustee overseeing compliance in most cases.
CCPC Reorganization and Regulatory Developments
2025 saw organisational and regulatory developments in the Irish merger control regime. The CCPC restructured its internal operations by creating a dedicated Mergers Division, separate from its Enforcement Division. A new Director of Mergers was appointed to lead this division, signalling a sharper focus on merger review at the senior level. This specialisation is a response to the growing volume and complexity of merger cases, and it is expected to enhance both the efficiency and rigor of reviews.
On the policy front, the CCPC has publicly called for an increase in the financial thresholds (set in 2019) that trigger mandatory merger notification. The CCPC’s 2025 report urges that now is the time to reconsider the merger thresholds, so that regulators can “focus resources on transactions more likely to raise competition issues”.
Notably, even if thresholds are increased (as anticipated), the CCPC may still call-in problematic below-threshold transactions for investigation, using its 'call-in' powers, where it has concerns that they may substantially lessen competition.
Strategic Considerations for Dealmakers
Navigating Ireland’s merger control regime requires strategic forethought. Based on the 2025 trends, we recommend M&A parties consider the following:
- Early engagement with CCPC merger control regime: Evaluate early on whether a deal meets Irish turnover thresholds for notification. If thresholds change, adjust your assessment accordingly. Even for smaller deals, consider notifying below threshold transactions considering the CCPC's “call in” powers in respect of such transactions where they give rise to competition concerns.
- Timely and complete notifications: For qualifying simplified procedure cases, ensure the notification is accurate and comprehensive to leverage the ~2-week review timeline. For non-simplified cases, build in time for at least the standard 30-working-day Phase 1 review when structuring deal timelines, and anticipate potential requests for information (or RFIs), which will extend that period.
- Anticipate competition issues: If merging parties are competitors or operate in concentrated markets, conduct a competition analysis. Be prepared to address overlaps by proposing remedies (such as divestiture) if the CCPC raises concerns. Proactively planning for possible remedies, where appropriate, may prevent surprises later in the process.
- Horizon scanning: Keep abreast of policy changes. Potential increases to notification thresholds could simplify compliance for smaller deals, but until changes are enacted, companies must comply with the existing €60m/€10m thresholds. Additionally, watch for updated Irish merger guidelines or EU-level developments that might influence the CCPC’s approach.
By taking these steps, businesses and their advisors can better manage regulatory risks and avoid delays in bringing transactions to fruition.
Conclusion
Ireland’s 2025 merger review landscape was defined by high deal volume, streamlined procedures for uncomplicated cases, and vigilant enforcement and mitigating measures for deals raising concerns. For Irish and international businesses alike, understanding these dynamics is vital to executing successful transactions in Ireland.
For more information, please contact John Gaffney or your usual contact in Beauchamps LLP.
