The Court of Justice of the European Union (‘Court’) annulled European Commission’s (‘Commission’) decision concluding that it had no legal grounds to review and ultimately prohibit Illumina, a global genomics company that developing, manufacturing and commercialising next-generation sequencing systems, from acquiring Grail, a healthcare company that developing blood-based cancer tests based on genomic sequencing. This review is considered to be a landmark decision for the assessment of the new approach based on Article 22 of the European Union Merger Regulation (EUMR), which allows the Commission to review transactions that fall below the applicable jurisdictional thresholds.
In the Court's proceedings, the reasoning of the General Court and the Commission was found to be based on an incorrect literal, historical, contextual and teleological interpretation of the Regulation, and it was emphasised that the Commission was not competent to accept the national competition authorities' referrals of transactions where the national competition authorities were not competent to examine the transactions in question under their national law.
The Court's judgement rendered the Commission's policy of supervising below-threshold mergers unlawful. The Commission will no longer be able to accept applications from Member States if they are not authorised under their national law to examine a proposed transaction.
(Court of Justice of the European Union – 03.09.2024)
NAZALI TAX & LEGAL