chapter  5
33 Pages

INTERJURISDICTIONAL CONFLICT IN MERGER REVIEW

ByA. Neil Campbell, Michael J. Trebilcock

The number of mergers and acquisitions in industrialized countries escalated dramatically over the 1980s, as did the number of foreign acquisitions and mergers of exceptionally large size.1 Not surprisingly, a concomitant legal trend has emerged over a similar time frame. As recently as 1972 only four countries-Canada, Japan, the United Kingdom and the United States-had enacted merger laws. Since that time, Canada has modernized its merger review regime and numerous jurisdictions including the European Union have introduced merger laws,2 many of which claim some measure of ‘extraterritorial’ jurisdiction.3 The result is that international mergers often engage the attention of antitrust authorities in several countries.4This gives rise to transaction costs for merging parties, who are required to meet multiple compliance requirements, introduces the risk of divergent determinations in various jurisdictions, and invites outcomes which are suboptimal from the viewpoint of global economic welfare.5