CMA Finds Brink's/NCR Atleos ATM Merger May Substantially Lessen Competition, Accepts Undertakings Including Sale of NoteMachine and TestLink UK
The Competition and Markets Authority issued its Phase 1 decision on 30 September 2026, finding that Brink's anticipated acquisition of NCR Atleos Corporation may be expected to result in a substantial lessening of competition in the UK ATM operation and maintenance market. The combined entity would operate over 50% of all cash machines across the UK, creating a dominant position facing limited rivalry from other suppliers. On 8 October 2026, the CMA confirmed it has reasonable grounds to believe that undertakings offered by Brink's, including the divestiture of its NoteMachine business and the UK operations of TestLink, could address those concerns. NoteMachine provides ATM and cash management solutions; TestLink supplies ATM spare parts. Both businesses engaged constructively with the CMA before the formal investigation commenced, and acknowledged early that the deal raised competition concerns. The CMA will now consult on the proposed undertakings, seek third-party feedback, and consider potential buyers before deciding whether to grant conditional clearance under the Enterprise Act 2002. If accepted, the undertakings become legally binding and no Phase 2 referral will follow.
Why this matters
The CMA's willingness to resolve a deal of this market concentration at Phase 1, with over 50% ATM market share combined, signals that structural remedies offered early and cooperatively can forestall a lengthy Phase 2 inquiry. Cash machines remain a critical access point for vulnerable consumers and small businesses, so the CMA's intervention reflects sustained political sensitivity around retail financial infrastructure. The outcome also tests the post-merger remedy process: whether divestiture of two operating businesses can satisfy concerns about supply-side concentration in a specialist technical services market. The six-week window from Phase 1 decision to undertakings acceptance represents an unusually compressed timetable, underscoring the CMA's appetite for swift resolution where parties engage proactively.
On the Ground
The divestiture process activates competition law, M&A, and disputes/regulatory practices simultaneously. Counsel will be needed to structure and negotiate the sale of NoteMachine and TestLink UK to an approved buyer, draft legally binding undertakings, and advise on the CMA's third-party consultation. A trainee on this matter would assist with due diligence on the divested businesses, track the statutory timetable, draft responses to CMA information requests, and monitor third-party submissions during the consultation period.
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“What does the Brink's/NCR Atleos outcome tell us about how the CMA approaches structural remedies in Phase 1 merger reviews?”
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