Merger Notification
For a merger or acquisition to be subject to compulsory notification to the PCC, both the size of party (SOP) and size of transaction (SOT) thresholds must be exceeded. SOP pertains to the aggregate value of assets or revenues of the ultimate parent entity of either party involved in the transaction, while SOT refers to the total value of assets or revenues of the acquired entity and all its controlled entities.
Please see PCC Rules on Merger Procedure, Merger Review Guidelines, Compulsory Notification Thresholds, Guidelines on Letters of Non-Coverage, and Rules on Expedited Merger Review.
Compulsory Notification
I. Notification Form
The Mergers and Acquisitions Office (MAO) of the Philippine Competition Commission (PCC) has revised its Merger Notification Form for transactions. Changes in the form reflect streamlined processes for a more efficient and comprehensive merger review.
Any transaction that meets the thresholds and have reached a definitive agreement on July 9, 2019 onwards must use this new version of the notification form.
For inquiries, contact the PCC Mergers and Acquisitions Office at (02) 7719-PCC (722) or e-mail at mergers@phcc.gov.ph.
1. Notification Form Template
Link2. Instructions to the Notification Form
Link3. Consent Letter Template
LinkII. Extension and Waiver
1. (Phase 1 and Phase 2 Review) Model Request for Exension Time and Waiver
This model request should be used by notifying parties in requesting for extensions of time from the Mergers and Acquisitions Office in cases where the subject transaction is already at Phase 1 or 2 review.
Download (MAO-FORM2-Model-Request-for-Time-Extension-and-Waiver-1.pdf)2. (Voluntary Commitments) Model Request for Consideration of Commitments and Waiver
Download (Request-for-Consideration-of-Commitments-and-Waiver.docx)III. Rules and Guidelines on M&As
1. PCC Rules on Merger Proceedure
The Commission en banc approved the merger procedure rules under Commission Resolution No. 26-2017, which was issued on November 9, 2017. The Rules on Merger Procedure of the Philippine Competition Commission (PCC) has been published in a newspaper of general circulation on 23 November 2017. The Rules on Merger Procedure shall be used to guide PCC and its stakeholders on M&A notification process, phase 1 and phase 2 review, remedies, adjudication, confidentiality, as well as fines and penalties.
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