On 10 September 2026
GOV the Competition and Markets Authority accepted undertakings in lieu of a reference to a Phase 2 investigation offered by Welltower and Apex Healthcare Properties LLC in the Welltower / multiple care homes merger inquiriesGOV. Acceptance closes the Phase 1 route to an in-depth investigation for the mergers coveredGOV: no Phase 2 reference is made where undertakings are accepted insteadGOV, with the undertakings remedying, mitigating or preventing the substantial lessening of competition concerned.
The mergers covered are the completed acquisitions by Welltower of care homes managed by Barchester Healthcare, HC-One, Aria Care (including Asprey) and Danforth Care.GOV The transactions under investigation span over 600 operational care homes plus further homes with planning permission already granted. The investigation also examined whether the arrangements give rise to relevant merger situations between Care UK Care Services Limited and Aria Care (either on their own or together with Welltower) and between Apex and HC-One (either on their own or together with Welltower).
The timeline matters for anyone relying on the interim position. On 7 May 2026 the CMA decided that each of the mergers is or may be expected to result in a substantial lessening of competition within a market or markets in the United KingdomGOV, with each merger to be referred for Phase 2 unless acceptable undertakings were offeredGOV. On 21 May 2026 it found reasonable grounds for believing the undertakings offered by Welltower and Apex, or a modified version, might be accepted; it consulted on the proposed undertakings on 30 July 2026 after extending consideration to 17 September 2026; and it accepted the final undertakings on 10 September 2026GOVGOV. The CMA's case page links the final undertakings document, and states that the full text of the acceptance decision will be published shortly.
Undertakings accepted under this route come into force when accepted
Legislation, and may later be varied, superseded or released. Practitioners advising on the affected care-home portfolios, on related transactions touching the same operators, or on the parallel merger-situations analysis involving Care UK, Aria Care, Apex and HC-One should work from the final undertakings text and the forthcoming full decision rather than from the May Phase 1 decision or the July consultation draft.
Legal basis: undertakings in lieu of a reference accepted under section 73 of the Enterprise Act 2002Legislation, following the Phase 1 substantial-lessening-of-competition finding; merger work carried out under Part 3 of the Act.
Work from the final undertakings text and the forthcoming full CMA decision, not the May Phase 1 decision or the July consultation draft, when advising on the affected care-home portfolios or related transactions.
