The Philippine Competition Commission (PCC) has raised the thresholds for mergers and acquisitions (M&As) that will require notification to a size of party (SOP) reaching PhP 8.5 billion and size of transaction (SOT) hitting PhP 3.5 billion, effective March 1, 2025.
The anti-trust body said that the new thresholds replaced the previous SOP of PhP 7.8 billion and SOT of PhP 3.2 billion, which were in effect from March 1, 2024, to February 28, 2025. Notifications filed before March 1, 2025, ongoing M&A reviews, and transactions already decided by the Commission will not be affected.
The thresholds for compulsory notification are adjusted annually based on the previous year’s nominal gross domestic product (GDP) growth.
This marks the eighth adjustment to the thresholds since the Philippine Competition Act (PCA) was enacted in 2015, when the baseline threshold was set at PhP 1 billion. Notification is required when both the SOP and SOT thresholds are met. SOP refers to the total value of assets or revenues of the ultimate parent entity of any party to the deal while SOT refers to the total value of assets or revenues of the acquired entity.
To date, the PCC has received a total of 328 transactions with a combined value of PhP 6.27 trillion. The top five sectors for M&A activity are manufacturing (57), financial and insurance (53), real estate (47), electricity and gas (45), and transportation and storage (32). In 2024, the PCC reviewed 17 transactions worth PhP 784 billion.
As the Philippines’ antitrust authority, the PCC reviews M&As to prevent deals that could substantially lessen competition in the relevant market. Even if a transaction falls below the notification thresholds, the PCC may still initiate a review motu proprio, or on its own initiative, if it has reasonable grounds to suspect that the transaction could significantly harm competition, or preliminary findings suggest it already has.
