INTRODUCTION Contributed by: Frank Aquila, Sullivan & Cromwell LLP
M&A trends in the USA, Europe and Asia M&A activity for US targets totalled USD1.4 trillion in 2024, an increase of 5% compared to 2023 and the best year for US M&A in three years. US deal making accounted for 45% of overall worldwide M&A during 2024. Outside the USA, M&A activity in both Europe and Asia also grew. European target M&A accounted for USD700.2 billion in 2024, an increase of 22% compared to 2023 levels and a two-year high. Asia Pacific deal making totalled USD767.7 billion during 2024, an 8% increase year over year. Notably, however, Japanese tar - get M&A accounted for 20% of all Asia Pacific deal making, after experiencing a 50% increase in total deal value in 2024 compared to 2023. Factors in favour of M&A in 2025 Eased regulatory pressure 2024 was a tumultuous year, characterised by unprecedented regulatory scrutiny in the Unit - ed States, under the direction of Federal Trade Commission (FTC) Chair Lina Khan and Depart - ment of Justice (DOJ) Assistant Attorney Gen - eral Jonathan Kanter, both of whom seemed to pose a war on mergers. Anecdotally, these regulatory developments seemed to chill M&A activity by disincentivising transactions or forc - ing parties to suffer through prolonged negotia - tions over regulatory risk allocation, procedural provisions and interim operating covenants. Two notable examples of blocked transactions under their watch are The Kroger Company’s USD24.6 billion proposed acquisition of Albertsons Com - panies, Inc. which was terminated in December 2024, and JetBlue’s proposed USD3.8 billion acquisition of its low-cost rival, Spirit Airlines, Inc. which was terminated in March 2024. With the departure of both Khan and Kanter, there is optimism that the Trump administration
will end the Biden-era interventionist approach and look more favourably upon M&A activity. Although the Trump administration is neverthe - less expected to continue to focus on enforce - ment against purported monopolies within the tech industry, new FTC Chair Andrew Ferguson and President Trump’s nominee to lead the DOJ Antitrust Division, Gail Slater, are expected to take a more lenient, although populist, approach to antitrust enforcement. Many had hoped that the new administration would rescind, or at least revise, the controver - sial Final Merger Guidelines that were introduced in 2023, but that now appears to be unlikely. These Final Merger Guidelines, which reflected the first update to the Guidelines in over a dec - ade, articulated a policy more adverse to merg - ers than any policies in place at the DOJ and FTC since 1982. Transacting parties are hopeful that the regulatory landscape within the US will become more pro-merger, with more straight - forward and predictable antitrust analysis and fewer blocked transactions. Merger regulations were also curtailed in Europe in 2024. In the European Union, the European Court of Justice greatly limited the European Commission’s ability to review – and thereby investigate, condition or block – mergers within the European Union. The prevailing practice, which is no longer permitted, had previously allowed the European Commission to assert jurisdiction over transactions that did not other - wise fall within its purview but that were deemed to potentially affect competition and trade, if a review of the transaction was recommended by European Union member states that also did not have jurisdiction to review. This decision by the European Court of Justice has greatly limited the degree of regulatory intervention that the European Commission can exercise, thereby
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