The UK Competition & Markets Authority ("CMA")
issued its first order requiring parties to a completed merger to
reverse pre-closing integration that the CMA believes prejudiced
its ability to assess the deal's impact on competition in the
UK. This case is a reminder that parties who integrate or close a
transaction prior to UK merger clearance risk an unwinding order in
complex merger reviews.
Background
In October 2018, Tobii acquired Smartbox Assistive Technology
and affiliate Sensory Software International (together
"Smartbox"). The parties supply eye tracking technology,
including hardware and software products and services. To assist
with integration prior to closing:
- the parties signed a reseller
agreement in which Smartbox sells the combined portfolio in the UK
and Ireland, and Tobii sells outside the UK;
