EVERYTHING YOU NEED TO KNOW ABOUT MERGER REFORMS
Countdown to commencement of the mandatory merger clearance regime
What’s happening?
On 1 January 2026, ACCC clearance will become mandatory for certain transactions meeting monetary thresholds (or other specific industry thresholds)
With limited transitional arrangements in place, M&A activity throughout 2025 will be impacted and parties should start considering the possible impact of the regime now to avoid delays and execution risks for deals announced or signed in 2025.
The new merger clearance regime will replace the existing voluntary informal notification process and the formal merger authorisation pathway with an administrative clearance regime, which deems transactions that meet the notification thresholds as void unless they receive ACCC clearance, and introduces statutory timeframes, prescribed filing requirements, and changes the legal test and threshold for ACCC clearance.
What happens next?
Further details of the new merger clearance regime, including key definitions for the notification thresholds are expected to be released and consulted on in Q1 2025.
Transition to the new merger clearance regime officially commences on 1 July 2025 on a voluntary basis (with mandatory notification obligations then commencing on 1 January 2026). So transactions being considered in 2025 should be aware of the potential impact of the new regime.
What transactions will need ACCC clearance?
Listen: How will Australia's merger reforms shape transaction tactics and timing in 2025?
KWM competition law partners Caroline Coops and Simon Cooke join M&A partner Rhys Casey, to discuss the consequences of the sweeping overhaul to Australia's merger clearance regime. Caroline, Simon and Rhys unpack the implications for dealmakers navigating the new regime and transitional phase - talking tactics and timing considerations for overcoming the uncertainty ahead.
RESOURCES
OUR MERGER REFORM INSIGHTS
Getting sponsors in shape for Australia’s new merger clearance regime
From the beginning of next year, a new merger clearance regime will mean that larger scale financial sponsors will see most of their future transactions in Australia - including ‘serial acquisitions’ – likely require regulatory approval to proceed.
17 April 2025
Trusting the process: ACCC releases new merger process guidelines for consultation
Late last week the ACCC released its draft new process guidelines for public consultation.
03 April 2025
Instrumental changes: Treasury consults on draft notification thresholds instrument
Last Friday, Treasury released the exposure draft of the Competition and Consumer (Notification of Acquisitions) Determination for public consultation.
03 April 2025
Same same but different: ACCC releases new merger assessment guidelines for public consultation
The ACCC has released its draft merger assessment guidelines for public consultation. The guidelines outline the ACCC’s approach to analysing the potential effects of mergers on competition under the new mandatory merger clearance regime, which will formally commence on 1 January 2026.
21 March 2025
Merger clearance reform: ACCC transitional guidelines released
The ACCC today released guidelines on the transition to the new merger clearance regime
04 March 2025
Concentrating on concentration – ACCC to focus on oligopolies and merger law reform in 2025
ACCC Chair Gina Cass-Gottlieb has emphasised the growing challenge posed by market concentration across the Australian economy, particularly in sectors such as supermarkets, retail, aviation and digital platforms, as part of the ACCC’s enforcement priorities for 2025.
20 February 2025
The new order begins: Merger Clearance Reform passes Parliament
Federal Parliament has today passed legislation to establish a new mandatory and suspensory merger clearance regime.
29 November 2024
Australian Merger Clearance Reforms | Impacts for M&A
The Government has introduced into Parliament the Bill for the new merger control regime. It sets out the legal framework for the new regime, including what types of transactions cannot proceed without ACCC clearance, the timeframes for the ACCC’s review and the appeal rights from any ACCC decision.
12 November 2024
Australia’s Merger Reforms: what it means for commercial real estate deals
The Australian Government has proposed a new merger control regime replacing the existing voluntary informal notification and authorisation process regimes with a mandatory and suspensory clearance regime.
30 October 2024
The eagle has landed - New Merger Reform Bill introduced into Parliament today
oday, the Government introduced into Parliament the much anticipated Bill for its proposed new mandatory ACCC merger clearance regime.
10 October 2024
Is my deal caught? Government releases draft merger thresholds
The Government has today released details of the proposed thresholds above which merger parties will be required to obtain ACCC clearance under the new mandatory and suspensory merger clearance regime.
30 August 2024
Australian merger control overhaul: 6 key takeaways from the draft merger reform legislation (including some surprises)
Yesterday, the Government released exposure draft legislation for its proposed new merger clearance regime.
25 July 2024
Merger clearance reforms - what you need to know
Existing informal process and merger authorisation regime to be replaced by new mandatory and suspensory clearance regime with significant changes including to the legal test and appeal process.
25 June 2024
Holistic merger reform is coming – What is the impact on private capital deals?
Under proposed changes announced this week, Australia’s existing merger laws - which are currently premised on a voluntary notification system - will do a 180 degree pivot to a mandatory and suspensory regime.
15 April 2024
Stop right there: Australia’s merger regime set to change
Today, the government announced its proposal to overhaul Australia’s merger laws.
10 April 2024
Merger Reform – What happens now?
2024 is shaping up as a significant year for potential reform of Australia’s merger regime, as the ACCC ramps up its campaign for wholesale changes to the competition merger control laws.
19 February 2024
While the merger reform debate continues, the ACCC is finding new ways to use existing powers
The ACCC has advocated for changes to Australia’s merger clearance regime for some time. In April 2023, the ACCC formally proposed a series of reforms to address its concerns and, in November 2023, the Government published a consultation paper seeking views on a number of reform options, with submissions due by January 2024.
13 December 2023
Government consultation on merger clearance reform commences
On 20 November 2023, the Competition Taskforce (established by the Australian Government within Treasury) released a consultation paper outlining potential options for reforms to Australia’s merger control regime (Consultation Paper).
21 November 2023
Update on the ACCC’s proposals for merger law reform
This alert follows our alerts in August 2021 and March 2023 about the ACCC’s calls for changes to Australia’s current merger clearance laws and processes.
12 April 2023
Merger reform update - ACCC continues calls for mandatory regime
While the ACCC continues to believe that Australia’s current merger laws aren’t fit for purpose, it appears to have refined its thinking on aspects of the proposals first unveiled in August 2021, following comments made by ACCC Commissioner Stephen Ridgeway during a keynote discussion at the Mergermarket M&A Forum Australia today.
16 March 2023
ACCC merger reforms: more revolution than evolution
The ACCC has just unveiled its long-awaited merger reform proposals. The economic impact of the proposals should not be underestimated, and needs to be fully tested before the debate takes a life of its own.
27 August 2021
What's the deal with merger reform? A deep dive into the perceived problem and possible solutions
Update: On 27 August, the ACCC unveiled its merger reform proposals. Read our latest report.
24 August 2021
ACCC exploring whether Australia’s merger control regime needs changing
This article was written by Sharon Henrick, Christopher Kok, Rebecca Mahony, Rhiannon Bell and Daniel Gray.
23 October 2019
How can KWM help you?
KWM's competition and antitrust team are at the cutting edge of complex competition and regulatory issues. We stand at the forefront of issues like merger reforms, navigating the evolving policy, regulatory and industry landscapes to deliver the best outcomes for our clients. Our passion for our clients’ businesses means that we are always attuned to your strategic objectives and commercial imperatives.
