European Union: European Commission opened consultation on draft EU merger guidelines

On 30 April 2026, the European Commission opened a consultation on draft EU merger guidelines, open until 26 June 2026, intended to replace the existing Horizontal and Non-Horizontal Merger Guidelines. The draft establishes a unified framework for merger assessment, setting out substantive analysis, legal principles, the burden and standard of proof, and evidentiary requirements. It incorporates non-price parameters of competition such as innovation, sustainability, resilience, privacy, and diversity, and introduces guidance on procompetitive scale-ups, theories of harm and benefit, and counterfactual analysis, including forward-looking assessments in certain cases. The assessment framework is based on market power, using indicators such as market shares, concentration levels, profit margins, and price sensitivity, alongside factors that may offset market power. It allows for the analysis of different types of merger effects and considers both structural indicators and other forms of evidence, including dynamic competitive potential, out-of-market constraints, and countervailing factors such as buyer power, entry, and expansion. The draft includes provisions on mergers between close competitors, addressing structural indicators, closeness of competition, and the use of quantitative and qualitative evidence. The draft also outlines the assessment of coordinated effects, including market conditions that may facilitate coordination, such as increased transparency associated with algorithmic pricing, and considers coordination across different market structures. Additional provisions address portfolio effects, exchanges of sensitive information, and efficiencies, including those related to scale, scope, investment, innovation, resilience, and sustainability, and how these may be weighed against potential adverse effects. Finally, the draft sets out provisions on public security and other legitimate interests, including the circumstances in which Member States may intervene in mergers under the EU Merger Regulation and the applicable procedural framework.