CMA finds Macquarie/Energy Assets deal may harm competition

The Competition and Markets Authority has announced the phase 1 outcome of its inquiry into the anticipated acquisition of Energy Assets Group by Macquarie Asset Management: on the evidence currently available, the CMA has decided that it is or may be the case that the merger may be expected to result in a substantial lessening of competition within a market or markets in the United KingdomGOV. The merger will be referred for an in-depth phase 2 investigation unless the parties offer an acceptable undertaking to address the competition concernsGOV. The announcement was made on 25 September 2026, replacing the previous listing of that date as the deadline for the phase 1 decision, and a 140KB summary of the phase 1 decision was published alongside it.

The ordinary-merger finding sits beside a separate clearance under the special energy-network merger provisions. On the same day the CMA decided not to refer the merger for phase 2 under those provisions of the Enterprise Act 2002GOV, on the ground that the merger does not substantially prejudice Ofgem's ability to make comparisons when carrying out its statutory functions under the Gas Act 1986 or the Electricity Act 1989GOV. The full text of the decision is to be published shortly. The invitation to comment on the transaction, opened on 15 May 2026 to gather initial views on the competitive impact and on the Ofgem-comparison question, is now closed; the formal inquiry was launched on 29 July 2026.

The two decisions reflect the dual track the CMA ran on this deal. Alongside the standard competition assessment, it examined whether the transaction could prejudice Ofgem's ability to compare energy network enterprises, having flagged that question from the outset of its information-gathering. The CMA examined that prejudice question in addition to the ordinary effects on competition. The outcome keeps those tracks distinct: a realistic prospect of a substantial lessening of competition on the ordinary track, triggering the reference-unless-undertakings route, and no substantial prejudice to Ofgem's comparison function on the energy-network track.

The parties' profile explains why both tracks were in play. Energy Assets Group provides electricity and gas metering services, data services, and independent installation and adoption services for last-mile utility connections. Macquarie Asset Management is a global asset manager holding UK utility interests including Last Mile Infrastructure, National Gas, Cadent and Southern Water, as a business division of Macquarie Group Limited, which is also active in the UK utility sector through its Commodities and Global Markets division, owner of Corona Energy, and its Macquarie Capital division, with investments in Matrix Networks and Stark.

For merger-control practitioners, the immediate consequence is the undertakings window: the parties can avoid a phase 2 reference by offering undertakings in lieu that the CMA accepts as addressing the substantial-lessening-of-competition concernsGOV. CMA guidance on exceptions to the duty to refer confirms the duty exists where there is a realistic prospect of such a lesseningGOV, subject only to narrow exceptions such as markets of insufficient importance, insufficiently advanced arrangements, or outweighing relevant customer benefitsGOV. Advisers to the parties should now assess what remedy offer could meet that test; advisers to customers and competitors should watch for the published decision text and any consultation on proposed undertakings.

Legal basis: Enterprise Act 2002 Part 3 (merger references), as applied in the CMA phase 1 decisions of 25 September 2026 on Macquarie Asset Management / Energy Assets Group.