The Competition Bureau of Canada has announced that the pre-merger notification threshold will remain at $93 million for the year 2024.
This decision, endorsed by the Minister of Innovation, Science and Industry, ensures continuity in the regulatory framework governing mergers and acquisitions under the Competition Act.
According to the Act, mergers across various sizes and sectors are subject to review by the Commissioner of Competition. This review process necessitates advance notification for transactions exceeding the $93 million threshold regarding the target's Canadian assets or the revenues generated from those assets. Additionally, the aggregated Canadian assets or revenues of the involved parties and their affiliates must surpass $400 million for the transaction to be reviewed.
This regulatory measure aims to identify and address potential competitive concerns arising from proposed mergers, thus preserving market integrity and competitiveness.
The decision to maintain the current threshold follows an annual assessment process defined in the Competition Act. Under the merger provisions of the Act, the Minister of Innovation, Science, and Industry reviews the threshold annually. The Minister may review the threshold using the indexing mechanism set out in the Act by prescribing a different amount to be established by regulation or leave the threshold unchanged. When the threshold is not adjusted in a given year, it remains the same as the threshold in the previous year.
The Competition Bureau's Procedures Guide for Notifiable Transactions and Advance Ruling Certificates provides detailed information on the notification process, offering insights into merger reviews' legal and procedural aspects. Determining whether a proposed transaction is notifiable generally involves certain steps that are provided in the guide.
The Bureau advised businesses to consult legal counsel when considering transactions that may be subject to review under the Competition Act. The competition tribunal and the courts determine the final interpretation and application of the law in specific instances.