Key points at a glance:
- The CCPC has opened a full Phase 2 investigation into Uniphar’s completed acquisition of TouchStore (case M/26/029).
- The deal fell below the mandatory notification thresholds but was called in under section 18A of the Competition Act.
- Interim measures require Uniphar and TouchStore to continue operating independently while the review continues.
- The potential concerns are mainly vertical and information-related-foreclosure, interoperability, data access and downstream retail effects-rather than traditional horizontal overlap.
- Phase 2 does not predetermine the outcome: the deal could be cleared, cleared with conditions, or prohibited.
Introduction
On 3 September 2026, the Competition and Consumer Protection Commission (CCPC) announced that it will carry out a full Phase 2 investigation into the completed acquisition of TouchStore Limited by healthcare services provider, Uniphar plc. As we reported earlier this year, the CCPC exercised its statutory “call-in” power in March 2026 to require notification of the acquisition, even though the transaction fell below Ireland’s mandatory merger notification thresholds. The deal was notified to the CCPC on 27 April 2026 after the acquisition had been completed.
Background
Uniphar is one of the two full-line pharmaceutical wholesalers in Ireland and owns Allcare Pharmacy, Hickey’s Pharmacy and McCauley Health and Beauty. TouchStore is a Limerick-based supplier of dispensing and retail management software to pharmacies across Ireland. Uniphar announced the acquisition in January 2026.
Legal framework
The CCPC is reviewing the acquisition under its merger review process. Irish merger review is governed by Part 3 of the Competition Act 2002, as amended (Competition Act).
As of 1 July 2026, transactions are mandatorily notifiable to the CCPC under section 18 of the Competition Act, as amended, where, in the most recent financial year:
- the parties’ aggregate turnover in the State is not less than €100 million; and
- the turnover in the State of each of at least two undertakings involved is not less than €15 million.
Section 18A of the Competition Act enables the CCPC to require notification of a below-threshold merger or acquisition that has not been voluntarily notified and that may, in the CCPC’s opinion, have an effect on competition in markets for goods or services in the State. The CCPC used this power in March 2026 in relation to the acquisition.
Merger review process
Where a called-in transaction has not yet been put into effect when the section 18A requirement is made, the usual standstill restrictions will generally apply. However, because the acquisition in this case was completed before notification, the CCPC has instead imposed interim measures requiring Uniphar and TouchStore to continue operating independently pending review.
Once a transaction is notified (including following a call-in), the CCPC examines it in Phase 1. The Phase 1 outcomes are clearance (with or without commitments) or a decision to proceed to a full investigation in Phase 2. A Phase 2 investigation is opened if, at the end of Phase 1, the CCPC is unable to conclude, as has occurred in the present case, that the merger or acquisition will not lead to a substantial lessening of competition (SLC). Opening Phase 2 is not a final finding that the transaction is anti-competitive or will be prohibited. Its outcomes are clearance, clearance with conditions, or prohibition.
Following its Phase 1 examination, the CCPC decided on 3 September 2026 that an in-depth investigation is required to establish whether the acquisition will result in a SLC in Ireland.
Conclusion
The case vividly illustrates why Irish merger-control risk should be assessed even for below-threshold transactions, particularly where vertical integration, digital platforms or access to sensitive data are involved.
For more information, please contact John Gaffney or your usual contact in Beauchamps LLP.
