Competition and Regulation

We have a strong track record of representing clients on some of the most significant competition cases in Ireland to date.

Our Merger Control Experience includes advising:

• Three (part of Hutchison Whampoa) on the European Commission’s Phase II investigation of its acquisition of Telefónica Ireland, ‘O2’ resulting in a clearance subject to conditions.
• On the merger of two of Ireland’s major bakeries, Irish Pride and Pat The Baker, which involved obtaining unconditional Phase I clearance from the Competition and Consumer Protection Commission (CCPC).
• Wexford Creamery on the CCPC’s Phase II investigation into its merger with Glanbia, resulting in an unconditional clearance of the transaction.
• Aramark on its recent acquisition of Avoca Handweavers Limited, which resulted in a successful unconditional Phase I clearance from the CCPC.
• The Minister for Finance on the European Commission’s unconditional Phase I clearance of the sale of Irish Life Group to Great West Lifeco, the parent company of Canada Life.

Our Contentious Competition Experience includes advising:

• On the only follow-on damages action that has been brought before the High Court to date, where we acted for one of Ireland’s leading sugar suppliers, Gem Pack, in seeking  damages for abuse of a dominant position by Irish Sugar.
• On the only amicus curiae application by the Irish competition regulator before the High Court.
• On the preparation of a report to the European Commission on Irish law issues in relation to the defence of ‘pass-on’ in the context of private competition law damages actions.
• Our Behavioural Competition Experience includes advising:
• On the majority of recent investigations by the CCPC into alleged cartels including attendance at dawn raids, advising on eligibility for the CCPC’s leniency programme and advising on the giving of sworn evidence to the CCPC under its witness summons procedure.
• Irish and international companies devising and operating exclusive and selective distribution arrangements on exclusive supply and exclusive purchase obligations including minimum purchase obligations, exclusive territories and criteria for selection of authorised distributors.

Our State Aid Experience includes advising:

• The Minister for Health on the complex State aid issues arising in the private health insurance market, including advising on the position of the State-owned VHI and on the proposed introduction of Universal Health Insurance.
• The Post Office Ltd on the successful application for State aid clearance for its receipt of UK public funding of around €890 million for providing public services over the period 2015-18.
• The Industrial Development Agency (IDA) on various State aid issues.

Our Procurement Experience includes advising:

• An Post, as an awarding authority and as a bidder for public contracts, on a wide range of public procurement law issues.
• The Minister for Transport on procurement and other issues on the establishment of a competition for an operator of Terminal 2 at Dublin Airport.

Our Regulatory Experience includes advising:

• Three on a range of regulatory issues, including 2015 High Court proceedings by Vodafone, its successful appeal against decisions of ComReg in the wholesale voice call termination market, and its successful bid to roll out the National Broadband Scheme.
• An Post on a range of regulatory issues, including on defending a High Court action by ComReg seeking the imposition of a €12 million fine on An Post.
• Premier Lotteries Ireland, which is subject to regulation under the supervision of the Office of the Regulator of the National Lottery which was established by the National Lottery Act 2013.
• A broad range of global technology companies on the telecommunications regime in Ireland, including in respect of regulatory obligations under ComReg’s General Authorisation (GA), Fixed Wireless Access Local Area (FWALA) licences and Premium Rate Service (PRS) rules and other sector specific licences.

“Very strong reputation in competition law. Irish and EU expertise and regulatory experience combines to make this a full-service antitrust offering.”
European Legal 500 2019

Matheson’s team has “significant expertise and experience”.
European Legal 500 2019 

“Matheson’s approach was co-ordinated, thorough and concise.”
Chambers Europe 2019 

"Technically excellent, results-driven and a pleasure to work with."
Competition / European Law: Chambers Europe 2019 

"Matheson gives a "first-class customised service".
Chambers Europe 2019

“We depend on Matheson on cases which are of supreme importance to our organisation and we would not consider using anyone else.”
Chambers Europe 2019

“The team is superb. It is commercial, incisive, strategic and have a strength and breadth of resources.”
Chambers Europe 2019

"They are able to put the client at ease, are very aware of the seriousness of the issues and are capable of looking into all the material."
Chambers Europe 2018

"They’re incredibly reactive and facilitative – excellent lawyers and reputation – very competent and professional.  In Ireland, we would only use Matheson.  They are our only counsel there and a stronger firm than the others."
Chambers Europe 2016

We advise on requirements for merger control clearance including from the Competition and Consumer Protection Commission (CCPC), the Minister for Communications, and the European Commission.  We have in-depth experience of how to best manage merger control reviews and our team includes a former senior official of the UK Competition and Markets Authority who also spent time on secondment to the CCPC.

We have successfully gained clearance for numerous complex mergers, including EU and Irish clearances at Phase II and subject to behavioural and structural remedies.  We specialise in advising clients on merger control risk when buying and selling businesses, including in competitive bid auctions.  We have in-depth experience across all sectors and markets to include financial services, technology, telecommunications, energy and utilities, healthcare, aviation, and food and beverage.  Matheson has advised on one third of CCPC filings made in 2019/2020.

Experience Highlights

We have advised:

• On complaints and disputes between contracting parties regarding the enforceability of restrictive agreements.
• On competition regulatory investigations of the compliance of commercial agreements, including advising INM plc on a CCPC investigation of resale price maintenance allegations.
• Global market leaders on joint ventures and other co-operation agreements.
• Global manufacturers on the compliance of their selective distribution system.
• Bank of Ireland on the CCPC’s full Phase 2 investigation into the proposed acquisition of certain assets and liabilities of KBC Bank Ireland PLC.
• Link Group on the CCPC’s full Phase 2 investigation into the proposed acquisition of sole control of Pepper Ireland Finance Holdings Limited. (which was withdrawn)
• Obtained EU and Irish merger approvals for Waystone, on two transformational transactions, an investment by Montagu and HG and the subsequent acquisition of KB associates
• Independent News & Media (INM) obtaining merger and media merger clearance for its takeover by Belgian media group Mediahuis.
• Sky plc on obtaining Irish media merger clearance for competing bids for its acquisition by Comcast Corporation (successful) and 21st Century Fox (unsuccessful).
• A major multinational insurer on obtaining unconditional CCPC clearance to acquire a competitor.
• On the first ever Phase II ‘media merger’ investigation by the Minister for Communications.
• On obtaining unconditional EU Commission clearance for two interconditional acquisitions in the health insurance sector.
• Wexford Milk Producers Limited on the CCPC’s Phase II investigation into its merger with Glanbia, resulting in a clearance of the transaction without conditions.

Advising Three on the European Commission’s Phase II investigation of its acquisition of Telefónica Ireland, ‘O2’, resulting in a clearance of the transaction subject to conditions and on competition and regulatory issues following this clearance.

We review commercial agreements for compliance with EU and Irish competition law including advising on devising and operating supply and distribution arrangements including restrictions such as minimum purchase obligations, exclusive territories and criteria for a selection of authorised distributors.  In particular, we have significant experience of advising on joint ventures, distribution agreements, franchise agreements, technology transfer agreements, and selective and exclusive distribution systems.

We also assist clients in the design and implementation of bespoke competition compliance programmes, which minimise the risk of competition law breaches and penalties.  The solutions we offer include: tailored training and policies on competition compliance; and competition compliance audits.

We advise on competition investigations by EU and Irish regulators, including in particular by competition regulators.  We act for clients subject to investigations and clients reporting issues to a regulator, advising on all stages of an investigation from attending a Dawn Raid, witness summons, information requests, leniency applications, internal investigations, settlement negotiations, litigation and implementing remedies.

We have also developed a “Dawn Raid – Smart Response” app. The app is the first of its kind in Ireland, and helps companies manage a key risk: being subject to a regulatory dawn raid. The app can be customised to clients’ needs. It facilitates smooth management of a raid, preparedness for a raid, and provides insight into our unparalleled expertise in this area.

We have advised:

• On dawn raids and witness summonses in connection with the ongoing EU Commission and CCPC investigations of the Irish motor insurance sector, including attending a four-day dawn raid by the EU Commission in 2017.
• A global ticketing company in connection with the CCPC’s ongoing investigation of the secondary ticketing market.
• On the majority of recent cartel investigations by the CCPC, including making applications under the CCPC’s leniency programme and advising on criminal law aspects of investigations.
• On conducting mock dawn raids to test clients’ preparedness for a dawn raid.

We advise on contentious competition cases, including the first follow-on action and the only action involving an amicus curiae application in Ireland to date. We have represented both plaintiffs and defendants in some of the most significant competition cases before the Irish courts, including anti-competitive agreements, abuse of a dominant position and follow-on damages actions. We also have experience of litigation before the European Courts in Luxembourg.

Experience Highlights 

We have advised:

• ASL Aviation on proceedings against the EU Commission seeking damages of over €200m arising from the prohibition of the UPS/TNT merger.
• Sports Direct on High Court proceedings between Sports Direct and Heatons regarding non-compete restrictions.
• A multinational technology company on a recent High Court action taken by Ryanair involving a complex mix of intellectual property and competition law issues.
• Multiple clients including a State body in the successful defence of High Court proceedings alleging abuse of dominance.
• Leading Irish sugar supplier, Gem Pack in successfully settling the first follow-on damages action to be brought before the High Court, seeking damages for abuse of dominance.

We specialise in State aid rules and regularly advise clients on the applicability of these regimes and the remedies available to them.  We have advised the State in respect of allegations of State aid and have represented the State before the European Commission.  We advise alleged beneficiaries of State aid on the relevant EU and Irish rules applicable to them.  We have also made numerous complaints to the European Commission alleging the grant of prohibited State aid, and been involved in investigations by the European Commission.

 Experience Highlights

We have advised:

• A number of major energy companies on State aid complaints to the EU Commission.
• On State aid issues connected to the National Broadband Plan.
• RTÉ, the national broadcaster, on State aid allegations and an EU Commission investigation.
• Post Office Ltd on repeated successful applications for State aid clearance from the EU Commission for its receipt of more than £1 billion of public funding for the provision of Services of General Economic Interest.

We have in-depth expertise in public procurement issues.  We advise suppliers, awarding authorities and the State on public procurement law challenges.  We have advised clients in respect of High Court proceedings seeking set aside and damages and in respect of complaints to the European Commission.

Experience Highlights 

We have advised:

• Sport Ireland on its development of the National Indoor Arena.
• Numerous bidders on successful legal challenges of tender decisions.
• On the most lengthy and complex tender in recent Irish history, the National Broadband Plan.
• The Minister for Transport on procurement of an operator for Terminal 2 at Dublin Airport.

We regularly provide EU and Irish advice across a wide range of regulated sectors, such as telecommunications, broadcasting, postal services, life sciences, food / grocery, energy and transport (including aviation, bus and rail).

We have advised many listed companies and market leaders including on compliance and engagement with sector-specific regulators in the context of licensing, regulatory compliance,  and enforcement in particular.  These regulators include, for example, ComReg, the Broadcasting Authority of Ireland, the Health Information and Quality Authority (HIQA), the Health Products Regulatory Authority (HPRA), the Food Safety Authority of Ireland (FSAI), the Advertising Standards Authority for Ireland (ASAI), the Commission for Aviation Regulation, and the Competition and Consumer Protection Commission (CCPC).  We keep abreast of regulatory developments and assist clients in understanding the often complex and technical regulations that apply to their business.

We have also advised clients on appeals and challenges to regulatory decisions made by Irish regulators, including by way of judicial review.

Experience Highlights 

We have advised:

Telecoms: Three on a range of regulatory issues and engagements with ComReg, including High Court proceedings by Vodafone, and its successful appeal against decisions of ComReg in the wholesale voice call termination market.

Postal Services: The national postal company on a range of regulatory issues, including defending a High Court action by ComReg seeking the imposition of a €12 million fine for alleged late delivery of mail.

Broadcasting: Traditional and non-traditional broadcasters on compliance with BAI Codes and licence obligations, including on the implications of the EU AVMS Directive and amendments to radio licences, including Discovery, Virgin Media and RTE. Acted for Sky Ireland on High Court litigation against ComReg in relation to pricing and access decisions relating to the Irish broadband market.

Governmental: The Department of Job, Enterprise and Innovation on introducing new rules on the supply of groceries under the Groceries Regulations regime in order to control the bargaining power of large retailers vis a vis food suppliers.

Life Sciences: Multinational life sciences companies on regulatory and pricing matters arising during the life cycle of medicinal products including Medical Devices and Medicines, in addition to the compliance of pricing and discounting proposals made during reimbursement applications.

Travel: In terms of travel regulation, on the complex web of laws which apply to the sale of travel services in Europe. This includes advising on compliance with EU laws, including the Package Travel Directive, and national laws which may require registration, licensing, insolvency and bond protection.

Airports: DAA on regulatory price control matters and appeals of regulatory decisions.