Introduction
On 20 March 2026, the Competition and Consumer Protection Commission (CCPC) announced that it has exercised its statutory “call-in” power to require notification of Uniphar plc’s proposed acquisition of TouchStore Limited in circumstances where the transaction falls below Ireland’s mandatory merger notification thresholds. Its decision follows an initial review involving information requests, market research, and engagement with third parties.
Background
Uniphar is one of the two full-line pharmaceutical wholesalers in Ireland and has significant retail pharmacy interests, including ownership of several well-known pharmacy brands. TouchStore, headquartered in Limerick, supplies dispensing and retail management software to pharmacies across Ireland. Its systems are widely used by independent pharmacies to manage prescriptions, stock and sales data. Uniphar announced its acquisition of TouchStore in January 2026. The acquisition will now require to be notified to the CCPC by 17 April 2026.
Legal framework
The CCPC will review the acquisition under its merger review process. Irish merger review is governed by Part 3 of the Competition Act 2002, as amended (Competition Act).
Transactions are mandatorily notifiable to the CCPC under the Competition Act where, in the most recent financial year:
- the parties’ combined Irish turnover exceeds €60 million; and
- at least two parties each have Irish turnover exceeding €10 million.
The CCPC has the power under section 18A of the Competition Act to “call in” transactions that fall below these thresholds where it considers that the deal may lead to a substantial lessening of competition (SLC). This power aligns Ireland with a broader European trend of increased scrutiny of smaller, strategic transactions.
Merger review process
Once a transaction is notified (including following a call-in), it is subject to a suspensory regime: the parties may not complete the deal until cleared by the CCPC.
The merger review process may one or more phases. 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 SLC. 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.
Potential competition concerns
The CCPC has indicated that the transaction may raise issues across three related markets: pharmaceutical wholesale supply, pharmacy software, and retail pharmacy.
The transaction does not appear to raise significant horizontal overlap. Instead, because Uniphar is a major wholesaler and retailer (owning brands like Allcare, Hickey’s, and McCauley), the CCPC may be expected to examine if owning the software used by independent pharmacies could lead to "foreclosure" or SLC, through, for example, preferential access, interoperability restrictions or bundling strategies that could raise rivals’ costs or influence pharmacies’ purchasing decisions.
Secondly, the CCPC may focus on information effects. Pharmacy software providers typically have access to detailed, real-time data on pricing, volumes, and inventory. Ownership of such data by a major wholesaler and retailer could give rise to concerns regarding the use of competitively sensitive information.
Thirdly, the CCPC will likely investigate downstream effects in retail pharmacy markets, particularly if software functionality or terms could be used to favour Uniphar-owned pharmacies.
Conclusion
The decision reflects the CCPC’s willingness to scrutinise non-notifiable transactions where it considers there may be potential competition concerns—particularly in vertically integrated or data-sensitive markets. It highlights once again the increasing importance of assessing Irish merger control risk even for transactions that fall below statutory thresholds. Businesses should consider, at an early stage, whether a transaction could attract CCPC interest—particularly where it involves vertical integration, digital platforms, or access to sensitive data.
For more information, please contact John Gaffney or your usual contact in Beauchamps LLP.
