The Interplay: Key Decisions At The Intersection Of Antitrust & Life Sciences - November 2023

European Commission Orders Unprecedented Unwinding Of Illumina's Acquisition of GRAIL. For the first time, the European Commission has ordered reversal of a consummated transaction, Illumina Inc.'s 2021 acquisition of GRAIL Inc., a company developing blood tests for cancer detection. The EC's review of the deal began in April 2021, when it accepted a referral under Article 22 of the EU Merger Regulation from six Member States to review the proposed $7.1 billion transaction, even though it met neither EU nor Member State merger thresholds. The EC was applying its then new March 2021 Guidance on the Article 22 referral process.

In August 2021, Illumina announced that it would complete the acquisition even though the EC had begun an in-depth investigation a month earlier. In September 2022, the EC blocked the acquisition based on vertical competitive concerns, finding that the transaction threatened to impede innovation and limit competition in an emerging market