From 29 August 2017, according to the new Law on Market and Competition (Law n. 124/2017), mergers have to be filed with the Italian Competition Authority where:

  • The combined turnover of all the undertakings concerned exceeds € 492 million in Italy (around USD 540 million); and

  • The individual turnover of each of at least two undertakings concerned in the transaction exceeds € 30 million in the Italian territory (around USD 33 million).

The major change affects the creation of a fully-functioning Joint Venture. 

Indeed, on the one hand, in case of acquisition of the sole control over one or more target undertakings there are no particular differences with the previous regime, since the first threshold “merely” went down  from € 499 million, while the threshold related to the target went down from € 50 million to € 30 million. 

On the other hand, with regard to Joint Ventures, even acquisitions of small targets with a negligible turnover in Italy will be intercepted where at least two of the parent companies in Italy each have a turnover exceeding € 30 million (and compressively € 492 million).

As a result of the reform, the number of merger transactions reportable to the Italian Competition Authority is expected to increase considerably. 

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