Mandatory mergers: Above the radar
The UK merger control regime is unusual in two respects. First, the UK system is voluntary, in the sense that it is up to the merging parties to decide whether or not to notify the deal to the competition authorities. Second, the UK system is non-suspensive; that means the parties can choose to complete the deal before receiving clearance, irrespective of whether the Office of Fair Trading (OFT) investigates the case (notified or unnotified). This system allows for much flexibility and, in particular, it gives the acquirer the option to take the antitrust risk by completing the deal without notification. This often provides a timing or financial advantage that can be significant (especially in competitive bids). The decision on whether or not to notify is an easy one to take where there are evidently no issues. However, it can also be used in the hope that the case may be below the OFT's radar.
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