Clifford Chance

Early signs of divergence? The CMA’s clearance decision in AstraZeneca’s anticipated acquisition of Alexion

14 February 2022

Partner, Alex Nourry and Senior Associate, Deepaloke Chatterjee discuss the Competition and Markets Authority decision in AstraZeneca Plc / Alexion Pharmaceuticals Inc.

The decision is interesting for a number of reasons, including its focus on early stage (Phase I and II) pharmaceutical products under development—typically referred to as pipeline products—which have been attracting far greater attention during merger investigations in recent years, and for being the first instance of a transaction in the pharmaceuticals sector to be investigated and cleared in parallel by the CMA and the EC, among other authorities.

Whilst the EC’s clearance decision was not publicly available at the time of writing, the description on the EC’s website suggests that the authorities may have diverged insofar as the EC’s investigation appears to have focussed only on pipeline products at Phase II of clinical trials in the EEA. The divergence in the approaches adopted by the CMA and EC may, perhaps, be attributable to the nuances of each regime, including the material influence threshold in the UK, which in turn affects both the CMA’s jurisdictional and substantive analyses.

This article was first published by Thomson Reuters, trading as Sweet & Maxwell, 5 Canada Square, Canary Wharf, London, E14 5AQ in the European Competition Law Review as "Early signs of divergence? The CMA’s clearance decision in AstraZeneca’s anticipated acquisition of Alexion" in [E.C.L.R. 2022, 43(1) N17-N19] and is reproduced by agreement with the publishers.

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