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5 CLPD 4 (2019-2020)

handle is hein.journals/clpd5 and id is 1 raw text is: Summary This is an overview of the main developments in EU merger control in 2018. We begin by highlighting what we view as the main developments and then discuss these and some other developments in greater detail. Judgment and EC Decision on Gun-Jumping' In practice, the most important development in EU merger control in 2018 was the Court of)ustice of the EU's (C) EU's) preliminary reference judgment in Ernst& Young P/S v Konkurrencerddet. Since its enactment, Article 7(1) of the EU Merger Regulation (EUMR) has prohibited companies from implementing notifiable transactions before the EC has approved their transaction. However, this judgment is the first definitive explanation of this standstill obligation. In holdingthatthe standstill obligation is only infringed when a company either acquires control of a target company or takes a measure that contributes to acquiring control over a target, the C EU has provided valuable guidance to companies that want to engage in integration planning. In addition, in April, the European Commission (EC) imposed a E124.5 million fine on Altice for With many thanks to John Ratliff for his insights and comments and Jessy Siemons and Katrin Guina for their help in the produc- tion of this paper. The views expressed are personal and do not necessarily reflect those of Wilmer Cutler Pickering Hale and Dorr acquiring control over PT Portugal before the EC had cleared this transaction. Thedecision recognises that, during the period between signing of a share purchase agreement and closing of a transaction, acquirers are entitled to intervene in a target company to protect the target's value. The agreement between Altice and PT Portugal's parent company, however, contained wide ranging rights allowing Altice to exercise decisive influence over the target before closing. Furthermore, the EC's decision instances clear examples of Altice having in fact exercised influence over the target's commercial decisions during this time. Altice had also received competitively sensitive information relating to the target. Phase II EC Decisions2 The EC adopted ten Phase II decisions in 2018. Four of these were unconditional clearances. In Luxottica/Essilor, the EC focused on whether a merger between the leading suppliers of eyewear (frames) and ophthalmic lenses would produce anti-competitive conglomerate effects. The EC concluded that it would not, largely because the parties' market shares on their respective markets were too low to enable them to bundle products e See Section B below. See Section A below

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