Crowdcube / Seedrs merger inquiry

The CMA investigated the anticipated merger between Crowdcube Limited and Seedrs Limited.

• From: Competition and Markets Authority
• Published: 23 October 2020
• Last updated: 25 March 2021 — See all updates

• Case type: Mergers
• Case state: Closed
• Market sector: Financial services
• Outcome: Mergers - phase 2 cancellation
• Opened: 23 October 2020
• Closed: 25 March 2021

Phase 2

Administrative timetable

Referral date: 12 November 2020

Statutory deadline: 23 June 2021

• Administrative timetable (24.3.21)

Merger abandoned

• Notice of cancellation of merger reference (25.3.21)
• News story: Crowdcube and Seedrs abandon merger during CMA investigation (25.3.21)

Notice of extension of statutory period

• Notice of extension (24.3.21)

Provisional findings

24 March 2021: The CMA has provisionally found competition concerns as part of its in-depth investigation into the proposed merger between Crowdcube and Seedrs.

• Provisional findings report (29.3.21)
• Appendix A: Terms of Reference and Conduct of the Inquiry (29.3.21)
• Glossary (29.3.21)
• Summary of provisional findings (24.3.21)
• Notice of provisional findings (24.3.21)
• Notice of possible remedies (24.3.21)
• Press release: CMA finds competition concerns in Crowdcube and Seedrs merger (24.3.21)

Contact

Please send written representations about any competition issues to:

general.enquiries@cma.gov.uk

Please note that, due to the ongoing COVID-19 outbreak, we are no longer able to accept delivery of any documents or correspondence by post or courier to any of our offices.

Issues statement

4 December 2020: The issues statement sets out the scope of the inquiry. It outlines initial theories on what might be adversely affecting competition, but it does not set out findings or conclusions. The deadline for submissions on the issues statement is 5pm, Friday 18 December 2020.

• Seedrs response to Issues Statement (27.1.21)
• Crowdcube response to Issues Statement (27.1.21)
• Issues statement (4.12.20)

Inquiry group appointed

13 Nov 2020: The CMA has appointed the inquiry group:

Kirstin Baker CBE (Chair), Robin Foster, Susan Hankey, and Crispin Wright.

Terms of reference

12 November 2020: the CMA has referred the anticipated merger between Crowdcube Limited and Seedrs Limited for an in-depth Phase 2 investigation.

• Terms of reference (12.11.20)

Phase 1

Statutory timetable

Phase 1 date	Action
3 December 2020	Decision published
12 November 2020	Decision announced
23 October to 30 October 2020	Invitation to comment
22 October 2020	Launch of merger inquiry

Reference decision

12 November 2020: The CMA has referred the anticipated merger between Crowdcube Limited and Seedrs Limited for an in-depth Phase 2 investigation under its fast track procedure at the request of the merging parties.

• Full text decision (3.12.20)
• Crowdcube/Seedrs deal fast-tracked to in-depth CMA investigation (12.11.20)

Invitation to comment: now closed

23 October 2020: the CMA is considering whether it is or may be the case that this transaction, if carried into effect, will result in the creation of a relevant merger situation under the merger provisions of the Enterprise Act 2002 and, if so, whether the creation of that situation may be expected to result in a substantial lessening of competition within any market or markets in the United Kingdom for goods or services.

In this case, the CMA has received a request from the parties to the transaction for a fast track reference to Phase 2, in accordance with paragraphs 6.61 to 6.65 of the Guidance on the CMA’s jurisdiction and procedure (the Guidance).

The CMA is considering whether the criteria for a fast track reference, as set out in the Guidance, are satisfied. If the CMA is satisfied that the criteria for the use of the fast track process are met, the CMA will move more quickly to a Phase 2 investigation. In previous fast-track cases, a Phase 1 decision has typically been adopted within ten to 15 working days of the launch of the merger inquiry, although the duration of a fast track Phase 1 investigation varies on a case by case basis. A Phase 2 investigation would then last 24 weeks (subject to a possible extension of 8 weeks).

The CMA therefore invites comments from any interested party on (i) the impact that the proposed merger could have on competition in the UK and/or (ii) any reasons why it would not be appropriate for the CMA to use the fast-track procedure in this case. In line with the CMA’s usual practice in fast-tracked cases, the period for this consultation is relatively short (five working days), as interested parties will have further opportunities to present their views on the proposed merger during the Phase 2 investigation.

The comments should be provided by the deadline set out above.

• Invitation to comment (23.10.20)

Launch of merger inquiry

22 October 2020: The CMA announced the launch of its merger inquiry by notice to the parties.

• Commencement notice (23.10.20)

Published 23 October 2020
Last updated 25 March 2021 + show all updates

1. 25 March 2021

   Merger abandoned, and notice of cancellation of merger reference published.

2. 24 March 2021

   Provisional findings, including summary of provisional findings and notice of possible remedies, and updated administrative timetable published.

3. 27 January 2021

   Third party responses to Issues Statement published.

4. 4 December 2020

   Issues statement published.

5. 3 December 2020

   Full text decision published.

6. 26 November 2020

   Administrative timetable published.

7. 13 November 2020

   Inquiry group appointed.

8. 12 November 2020

   Decision to refer to Phase 2 announced and terms of reference published.

9. 23 October 2020

   First published.