Welcome to the first quarterly newsletter from the Ashurst Perkins Coie Antitrust & Competition team where we recap some of the key developments of Q2 2026.
This edition highlights:
Draft EU merger guidelines
- At the end of April, the European Commission published its revised draft merger guidelines (Draft Merger Guidelines) which will replace the existing horizontal and non-horizontal merger guidelines. While the legal test for assessing mergers remains unchanged, the Draft Merger Guidelines reflect the last (almost) 20 years of decisional practice and expand upon a broader range of factors relevant to the competitive assessment. The final guidelines are expected in Q4 2026.
Algorithmic pricing
- Competition authorities around the world have conducted market studies and produced guidance and research papers considering the risks of algorithmic - or AI-based pricing. Enforcement activity is expected to increase, with ongoing investigations by the UK Competition and Markets Authority (CMA) and the European Commission.
No-poach agreements
- The Court of Justice of the European Union (ECJ) has confirmed that no-poach agreements will generally restrict competition by object. The case before the ECJ involved Portuguese football clubs during the Covid-19 pandemic. No-poach agreements continue to attract scrutiny from competition authorities across the world and the ECJ ruling provides European regulators with a clear framework: a no-poach agreement between actual or potential competitors is a by-object infringement unless an analysis of its content, objective and legal and economic context indicates otherwise.
One year of the new UK consumer enforcement regime
- It's just over a year since the UK's new direct consumer enforcement regime introduced by the Digital Markets, Competition and Consumers Act 2024 (DMCC Act) came into force on 6 April 2025. As anticipated, the CMA has made proactive use of its new powers to directly enforce consumer law, with 14 investigations opened, 150 advisory letters issued and significant penalties for substantive and administrative infringements in the first year covering a wide range of sectors. The CMA has also imposed its first fine under the new regime (fining the AA £4.2 million for drip pricing of mandatory booking fees) and required the AA to provide consumer redress
Merger Control
1. Proposed new EU merger guidelines for a shifting global order
On 30 April 2026, the European Commission published its revised Draft Merger Guidelines. The Draft Merger Guidelines will replace both the existing 2004 horizontal merger guidelines and the 2008 non-horizontal merger guidelines.
The Draft Merger Guidelines reflect (almost) 20 years of decisional practice since the European Commission last published guidelines on merger control and coincide with a broader EU policy context of promoting competitiveness, resilience and growth. In addition, the Draft Merger Guidelines acknowledge the new geopolitical context and consider internal political priorities. As a result, industrial scale and global competitiveness are now more important factors to be taken into account in merger assessments.
The Draft Merger Guidelines state that merger control is a tool that "supports the EU's broader policy objectives, including the competitiveness and resilience of the internal market" and acknowledge that the "assessment of mergers should […] give adequate weight to scale, innovation, investment and resilience as pro-competitive factors that can benefit from a degree of consolidation".
See our overview of the proposals here. The consultation closed on 26 June 2026 and the final text is expected in Q4 2026.
2. CMA Merger Watch: UK merger control quarterly update (Q2 2026)
The third edition of our CMA Merger Watch (produced with our Antitrust & Competition Economics team) provides a clear, practical overview of recent UK merger control activity and policy developments.
Whilst Q2 2026 saw only 4 new Phase 1 cases opened, the lowest level in more than 2 years, there have been a number of important decisions relating to care homes, food manufacturing and retail. Highlights in this edition include: (i) revised CMA analysis leading to unconditional Phase 2 clearance for bread merger (ABF / Hovis); (ii) the CMA referring Vandemoortele / Délifrance to Phase 2 after the parties were unable to submit an upfront buyer for CMA approval; (iii) the CMA recognising the importance of online constraints in travel agent mergers; (iv) the CMA requiring remedies in care homes deal; and (v) CMA consulting on revised approach to merger efficiencies.
3. Germany's competition law shake-up: proposed reform at a glance
On 5 June 2026, the German Federal Ministry for Economic Affairs and Energy approved and adopted the draft of the 12th Amendment to the German Act against Restraints of Competition (Gesetz gegen Wettbewerbsbeschränkungen). The draft amendment introduces important changes to German merger control, as well as public procurement screening and vertical cooperation.
The draft amendment is at an early legislative stage but it sets the direction for the upcoming debate. See our July 2026 update.
4. EU Foreign Investments Screening 2.0: What's New, What's Next
On 26 June 2026, a new EU regulation on the screening of foreign investments was published in the Official Journal. The new regulation replaces the EU's voluntary coordination framework with a binding obligation for every Member State to establish and operate a national foreign investments screening mechanism covering a common minimum scope of sensitive sectors — from dual-use items and semiconductors to critical infrastructure and electoral systems.
Its substantive screening obligations will apply from 17 January 2028. See our July 2026 update.
Antitrust
1. Recent algorithmic pricing developments in the UK and the EU
To date, many competition authorities around the world have conducted market studies and produced guidance and research papers addressing the risks of algorithmic - or AI-based pricing.
Enforcement activity is expected to increase, with the CMA opening an investigation into hotels using data analytics tools and the European Commission confirming that a number of confidential investigations relating to algorithmic pricing that have raised “red flags” are underway. As the use of such pricing tools is becoming more common, businesses should use caution and ensure that they understand the methods and underlying data sources used by the tools; as noted by the CMA, businesses are responsible for the actions of AI tools in the same way they would be responsible for actions of employees. See our April 2026 update.
2. A 2026 guide to reassessing algorithmic antitrust risk
In the U.S., most algorithmic pricing matters arise under Section 1 of the Sherman Act, which prohibits agreements that restrain trade. Traditional price-fixing is per se illegal. Other conduct - such as sharing competitively sensitive information directly with competitors or indirectly through third parties like survey firms or pricing software - has generally been evaluated under the rule of reason. However, there remains limited formal DOJ and FTC guidance delineating permissible versus impermissible algorithmic pricing and information sharing practices.
The U.S. Department of Justice’s recent proposed settlement with a revenue management software provider provides a guide for companies reassessing their antitrust risk associated with using algorithmic pricing vendors. See our April 2026 update.
3. Digital tools as a double-edged sword: lessons from Italy's Morellato case
On 17 March 2026, the Italian competition authority (AGCM) closed its investigation into Morellato S.p.A. (a leading Italian jewellery and watch manufacturer), imposing a fine of EUR 25.9 million. The case offers a powerful illustration of the issues arising from the growing role of digital tools, both as instruments that companies use to implement potentially unlawful conduct and as investigative resources that enable competition authorities to build compelling cases at speed. See our April 2026 update.
4. Moving the goalposts: Tondela – no-poach agreements and sporting rules
On 30 April 2026, the ECJ delivered its judgment in Tondela, the first ruling of the EU's highest court on the application of competition law to a standalone no-poach agreement. The ruling is also significant for sporting rules, adding to the growing body of case law from the ECJ concerning the application of the EU competition rules to sport.
Broadly following the opinion of its Advocate General, Nicholas Emiliou, the ECJ held that no-poach agreements are comparable to horizontal agreements on the sharing of sources of supply, specifically listed in Article 101(1)(c), and "must be categorised as an agreement having as its object the restriction of competition" unless an analysis of their content, legal and economic context, and objectives indicates otherwise. See our May 2026 update.
5. No safe harbour: High Court limits Crown immunity for government contracts
The High Court of Australia has unanimously affirmed the narrow operation of derivative Crown immunity: the principle that a private corporation contracting with the government of the Commonwealth, or of a State or Territory, is not subject to the prohibitions on anti-competitive conduct in the Competition and Consumer Act 2010 (Cth) where that would divest the government of a relevant “legal right or interest”.
The Crown's freedom, liberty or capacity to enter into contracts, even under enabling legislation, is not a "legal right or interest" capable of engaging derivative Crown immunity. Applying the Act to a private counterparty of the State does not divest the Crown of any such right or interest, unless the Crown has expressly legislated to exempt the counterparty from the Act. See our May 2026 update.
6. Deckers v Up & Running: Court of Appeal finds CAT out of step with law on object infringements
On 8 May 2026, the UK Court of Appeal set aside the Competition Appeal Tribunal's (CAT) October 2024 judgment in relation to Deckers' selective distribution system, which had found that banning an authorised retailer from setting up a new, unbranded discount website constituted resale price maintenance and was therefore a restriction of competition "by object".
The judgment has implications for brand owners, retailers and other operators of selective distribution systems in the UK. See our May 2026 update for our overview of the judgment.
7. EU & UK technology licensing rules: What's changing from May 2026
On 16 April 2026, the European Commission adopted the revised Technology Transfer Block Exemption Regulation (TTBER) and accompanying Technology Transfer Guidelines. The new rules came into force on 1 May 2026 and apply until 30 April 2038.
The UK equivalent (the Technology Transfer Agreements Block Exemption Order (TTBEO)) came into force on the same day. The CMA's consultation on its draft guidance closed on 11 June 2026.
Both regimes have a one-year transitional period (ending on 30 April 2027) for existing agreements which comply with the previous rules. However, new agreements entered into from 1 May 2026 must comply with the new rules.
See our May 2026 update for an overview and comparison of the EU and UK rules.
8. The European Commission's first review of the Digital Markets Act: AI and cloud in the spotlight
On 28 April 2026, the European Commission published its first review of the Digital Markets Act (DMA), accompanied by a European Commission Staff Working Document.
While the European Commission concluded that it is too early to amend the regulation, it signalled that “targeted changes” to existing DMA obligations may be needed in the cloud sector (potentially via an Article 19 delegated act). The European Commission also flagged the “common key themes” emerging from its monitoring of AI-powered services, confirming that it will pursue DMA compliance where such services are integrated into designated Core Platform Services (CPSs) or could fall within existing CPS categories, such as virtual assistants. See our May 2026 update.
9. European Commission evaluates Motor Vehicle Block Exemption Regulation and Supplementary Guidelines
On 25 June 2026, the European Commission published a staff working document presenting the results of its latest evaluation of the Motor Vehicle Block Exemption Regulation (Regulation 461/2010) and associated Supplementary Guidelines (SGL). The European Commission's latest evaluation broadly endorses the current framework, meaning that no immediate regulatory changes are anticipated. It will continue to provide a safe harbour for qualifying vertical agreements until 31 May 2028. See our July 2026 update.
Consumer
1. Click, subscribe…comply: preparing for the UK's new subscription-contract regime
The DMCC Act introduces a new, comprehensive regime for consumer subscription contracts which is expected to come into force in Spring 2027 (rather than Spring 2026 as originally stated). These rules will have a significant impact on any business offering auto-renewing contracts.
Subscription contracts can benefit both consumers and businesses by promoting loyalty and delivering predictable revenue to businesses. However, they can also leave consumers paying for services they no longer want. The impact assessment published in 2023 by the Department of Business and Trade indicated that unwanted subscriptions cost UK consumers around £1.6 billion a year.
The CMA has indicated that the new rules are intended to rebalance this relationship by introducing clearer obligations on companies and stronger protections for consumers. While the CMA has previously issued compliance guidance and accepted undertakings in relation to subscription contracts (for example, anti-virus software providers using auto-renewal), this is the first time it will have direct enforcement powers to address breaches. See here for our overview.
2. Lessons from the first year of the new consumer enforcement regime
The UK CMA has made proactive use of the direct consumer enforcement powers introduced in April 2025 by the DMCC Act. See our April 2025 update for an overview of the regime. In the first year of the regime, we have seen 14 investigations opened and over 150 advisory letters issued to businesses. In December 2025, the CMA used its fining powers under the direct consumer enforcement regime for the first time and fined Euro Car Parks almost £500,000 for failing to respond to an information request. This was followed by the first fine for a substantive infringement in April 2026 when the CMA fined the AA over £4 million for engaging in drip pricing. See our May 2026 update for further details.
3. Mind the nudge: The DMCC’s crackdown on manipulative online design
Digital design and the ways in which the design of the online consumer journey may be influencing consumer behaviour and decisions are increasingly coming under regulatory scrutiny. In the UK, the DMCC Act has given the CMA powers to directly enforce consumer protection law, including as they apply to the use of "dark patterns".
The use of scarcity and urgency claims, and online pricing practices have been a particular focus for the CMA in recent years, and this focus is expected to continue. The CMA has indicated that tackling misleading online choice architecture and misleading pricing information are among its top priorities under the new enforcement regime and, in November 2025, opened investigations into Marks Electrical and Appliances Direct over the use of default enrolment into optional charges unless consumers actively opt out or deselect the option. See our May 2026 update.
4. Australia bans unfair trading practices, strengthens laws against drip pricing and subscription traps
On 2 July 2026, the Australian Parliament passed amendments to the Competition and Consumer Act 2010 to prohibit unfair trading practices towards consumers, and to introduce new requirements designed to reduce the harm caused by drip pricing practices and subscription traps.
From 1 July 2027, unfair trading practices will be prohibited in Australia. This broad prohibition will ban conduct that manipulates consumers, or unreasonably distorts the environment in which the consumer makes a decision. It is intended to capture conduct such as the use of "dark patterns", creating false urgency, and overly complex terms and conditions. The reforms also include targeted obligations to prevent 'drip pricing', by requiring businesses to prominently disclose transaction-based charges alongside base prices, and to prevent 'subscription traps', by imposing new requirements for companies offering subscription contracts. See our July 2026 update for further details.
Trade
1. Towards new markets in complex times: how new free trade agreements reshape global business
The global trade landscape is shifting at a breakneck pace, and geopolitical fragmentation is redrawing the trade map. Amid uncertainty surrounding US tariffs and continued market volatility linked to military conflicts in Ukraine as well as Iran and large parts of the Middle East, both the EU and the UK have responded with the same strategic logic: diversify, liberalise, and secure alternative market access through new free trade agreements. See our April 2026 update for an overview of the key EU and UK trade deals.
2. A new chapter for industrial Europe: the Industrial Accelerator Act
On 4 March 2026, the European Commission published the draft Industrial Accelerator Act (IAA), which is a wide-ranging legislative initiative designed to strengthen Europe's industrial base and accelerate its transition to a low-carbon economy. In addition to maintaining investment screening for security concerns, the IAA conditions market access on structural alignment with EU industrial policy objectives, embeds co-investment expectations, and ties public support to "Made in EU" and low-carbon criteria.
The IAA aims to bring manufacturing back up to 20% of the EU's GDP by 2035. Its proposed measures (if enacted) would have far-reaching implications for energy-intensive industries, net-zero technology manufacturers, automotive original equipment manufacturers and suppliers, as well as non-EU investors contemplating manufacturing projects in the EU.
The European Council has called on the co-legislators (the European Parliament and the Council of the EU) to agree on the IAA by the end of 2026, signalling strong political momentum and an accelerated legislative timeline. See our April 2026 update.
3. Overview of the EU's 20th sanctions package
On 23 April 2026, the EU adopted its 20th sanctions package against Russia. The package further targets sanctions circumvention activity and tightens restrictions on Russia's energy and financial sectors. See our May 2026 update.
4. Ireland unveils its key priorities during EU presidency
The Council of the EU brings together government ministers from the 27 EU Member States. Meetings take place in various thematic groups, known as the Council configurations, covering topics such as economic and financial affairs, competitiveness, transport, telecommunications and energy. Member States assume the presidency of the Council on a rotating basis, setting the agenda for a six-month period. The Irish Presidency, which commenced on 1 July 2026, will place particular focus on initiatives relevant to European competitiveness, European values and European security.
Our July 2026 update summarises some of the key priority areas for the Presidency.
