CMA Moves to Consider Undertakings Offered by Macquarie Asset Management to Resolve Competition Concerns in Energy Assets Group Acquisition
On 9 October 2026, the Competition and Markets Authority moved to consider whether undertakings offered by Macquarie Asset Management in its anticipated acquisition of Energy Assets Group might be accepted to resolve competition concerns, avoiding a referral to a full Phase 2 investigation. The CMA had announced its Phase 1 decision on 25 September 2026, concluding that the merger may be expected to result in a substantial lessening of competition within one or more markets in the United Kingdom. The regulator separately decided not to refer the merger under the special energy network merger provisions of the Enterprise Act 2002, finding that the transaction does not substantially prejudice Ofgem's ability to make comparisons when carrying out its statutory functions under the Gas Act 1986 or Electricity Act 1989. The case, which was first opened on 15 May 2026 and formally launched as a merger inquiry on 29 July 2026, sits within the utilities sector. The CMA's 9 October update confirms it considers there are reasonable grounds for believing the offered undertakings, or a modified version of them, might be accepted under the Enterprise Act 2002. Macquarie Asset Management is one of the world's largest infrastructure asset managers, operating within the broader Macquarie Group. The remedies process now begins: if the CMA accepts undertakings, a Phase 2 referral is avoided; if not, the merger faces an in-depth investigation.
Why this matters
The CMA's decision to enter the undertakings consideration phase is a pivotal moment: it signals the regulator believes a structural or behavioural remedy may be achievable without the cost and delay of a Phase 2 inquiry, but the outcome remains open. For infrastructure investors, this case illustrates how utility-sector acquisitions attract layered regulatory scrutiny, including both standard competition analysis and a separate energy network merger test applied under the Enterprise Act 2002 and sector-specific legislation. The explicit finding that the Ofgem comparator concern does not apply narrows the regulatory risk but does not eliminate it. The result will shape Macquarie's ability to deploy capital in UK metering infrastructure and may set expectations for future utility-sector consolidation.
On the Ground
This matter activates public M&A and regulatory clearance practice, competition law (Phase 1 remedies negotiation), and utilities sector regulatory advice. Competition lawyers will be drafting and negotiating undertakings with the CMA, assessing whether structural divestments or behavioural commitments are likely to satisfy the regulator. Energy regulatory specialists are needed to advise on the Ofgem comparator framework under the Gas Act 1986 and Electricity Act 1989. A trainee on this matter would assist with: drafting correspondence to the CMA, preparing compliance checklists tracking the statutory timetable, indexing due diligence materials, and coordinating with regulatory counsel on the undertakings text.
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