Recently, T&D Associates, acting as antitrust counsel to MBK Partners (“MBKP”), successfully assisted the client in securing unconditional merger review approval from the State Administration for Market Regulation (“SAMR”) for its acquisition of Makino Milling Machine Co., Ltd. (“Makino”).
Makino had previously drawn broad industry attention following a hostile takeover by Nidec Corporation. During the review of that transaction, a certain industry association took the rare step of publicly opposing the deal. Due to various factors, that transaction was ultimately abandoned. Subsequently, as a white knight, MBKP entered into an acquisition agreement with Makino, and engaged T&D to manage the merger control filing for this transaction.
Although the case followed the simplified merger review procedures, a certain industry association persistently raised strong and unsubstantiated objections throughout the review process. Despite SAMR and the notifying party fully addressing these concerns through extensive analysis, communications and explanations, the industry association maintained its opposition. It is unprecedented for a “simple case” to encounter such circumstances since the enactment of the Anti-Monopoly Law in 2008.
Against this complex backdrop, T&D maintained efficient and professional communications with SAMR and fully cooperated throughout the review process. We submitted multiple rounds of factual evidence, data, and analytical reports demonstrating the transaction’s impact on market competition and industry development, and provided ample, well-targeted responses to key regulatory concerns. These efforts ultimately facilitated the smooth unconditional approval of the transaction.
We believe that the approval of this case is significant not only for our client but also as a demonstration of China’s merger control review framework. It confirms that, even under complex circumstances, the review process remains strictly professional, grounded in competition analysis, and based on facts and evidence. This outcome underscores the rigor, professionalism, and authority of SAMR’s review work.
Client Recognition
“Thank you again to you and T&D team for effectively and proactively advocating for us on this unexpectedly challenging review process. Really appreciate your tenacity and efforts.”
“We sincerely appreciate the proactive and effective communications with SAMR by you and T&D team.”
“We would like to extend our appreciation to you and your team for your prompt responses, proactive advancement, and professional advice on this project. The clearance has had a tremendously positive impact on the transaction and is truly encouraging for both us and the target company!”