A busy year
In 2024, the Autorité de la concurrence reviewed a record 295 transactions, up 10% on the previous peak in 2021, reflecting intense deal-making in the French mergers and acquisitions market, despite an uncertain economic climate.
While 97% of transactions were cleared without commitments, some required targeted remedies to preserve effective competition. The Autorité strives to strike the right balance between flexibility and strictness, adapting its requirements to the specific competition issues of each case. Particular attention was paid to the consolidation of strategic sectors, such as retail and digital services. The year saw a number of major decisions, notably in connection with the restructuring of the food retail sector, but also in innovative areas such as parking payment solutions, non-search online advertising and commuting.
transactions reviewed, including
mergers cleared subject to commitments
Transactions cleared subject to conditions in 2024
- Food retail: acquisition of Casino stores by ITM Entreprises (Decisions 24-DCC-02 of 11 January 2024 and 24-DCC-255 of 28 November 2024) and by Carrefour (Decision 24-DCC-288 of 13 December 2024).
- Media: acquisition of OCS and Orange Studio by Canal+ (Decision 24-DCC-04 of 12 January 2024) and acquisition of the media unit of the Altice group by CMA CGM (Decision 24-DCC-141 of 28 June 2024).
- Toys: takeover of Ludendo (La Grande Récré) assets by JouéClub (Decision 24-DCC-129 of 19 June 2024).
- Games: acquisition of Kindred by La Française des Jeux (Decision 24-DCC-197 of 13 December 2024).
- Footwear: takeover of Chauss’expo by Chaussea (Decision 24-DCC-267 of 6 December 2024).
THE MERGER REVIEW PROCESS
Phase 1 - SIMPLE REVIEW
(25 working days)
If the Autorité finds no particular problems, the transaction is cleared, with or without conditions. However, if the Autorité has competition concerns, the case is referred to...
Phase 2 - IN-DEPTH REVIEW
(65 additional days)
At the end of the second phase, the Autorité issues its final decision. In most cases, the transaction is cleared subject to remedies.
Tightening control of transactions below the thresholds
Since 2017, the Autorité has observed the emergence of a new issue: certain mergers, although potentially harmful to competition, escape its control due to the target’s low turnover.
These “below-threshold” acquisitions can unduly strengthen a player’s market power or hamper innovation, particularly in strategic sectors such as digital technology, healthcare or biotechnology. In response to the risks, the Autorité is developing its analysis tools and considering changes to its merger control framework.
The Illumina/Grail judgment (Court of Justice of the European Union, joined cases C-611/22 P and C-625/22 P) limited the scope of Article 22 of the European Merger Regulation, prompting consideration of changes to the current legal framework. During a phase of reflection, the Autorité launched a public consultation in January 2025, asking stakeholders to comment on two options:
- Option 1: a targeted call-in power, based on objective criteria;
- Option 2: a new mandatory notification criterion for certain companies with recognised market power.
The many contributions received highlighted the need to strike a balance between effective control and legal certainty for companies.
The feedback was largely critical of Option 2, which was seen as legally complex, unfocused and likely to make the system unnecessarily cumbersome. Option 1, on the other hand, was more favourably received, provided that the criteria used are precisely defined and that steps are taken to avoid the risk of legal uncertainty, particularly for SMEs and start-ups.
With regard to the enforcement of provisions on anticompetitive practices to review certain transactions ex post, the majority of respondents felt that this solution should remain the exception, for both legal and operational reasons. The Autorité is therefore continuing its work to define a balanced call-in power, which could be based on:
- a turnover threshold that can be easily assessed by the companies concerned;
- a nexus to the French territory, to prevent mergers that would have no impact on the French territory from falling within the scope of the framework;
- a criterion for identifying a risk to competition on the French territory;
- time limits for implementing the call-in power, which are clearly defined and sufficiently short to ensure the predictability required by companies.
The Autorité is aiming to submit a reform proposal to the French government by the end of 2025, and to publish guidelines at a later date should a call-in mechanism be adopted.
First application of antitrust law to below-threshold mergers
In 2024, for the first time, the Autorité examined, under antitrust law, a non-notifiable merger, in application of the recent Towercast judgment (Court of Justice of the European Union, 16 March 2023, case C-449/21, Towercast). It dismissed the case involving Akiolis/Saria/ Verdannet, as it considered that the business asset divestitures in question did not constitute either an anticompetitive agreement or a market allocation plan.
