2026 Perspectives in Private Equity: Antitrust, Competition & Cross-Border Investment
This article is part of the “Perspectives in Private Equity” series.
U.S. Antitrust Repositions Under New Administration
As anticipated, the Trump administration brought a more favorable antitrust climate for dealmaking than under the Biden administration. As noted in Akin’s Transparency in Merger Enforcement (TIME) reports, in 2025, only 37.5% of announced enforcement actions ended in litigation challenging transactions or abandonment, compared to 82% in 2024. Consistent with Trump 1.0, 2025 saw settlements being the most common outcome of enforcement, marking a return to pragmatism.
The absence of specific attention to dealmaking involving private equity was welcome news for many in the private sector. Concerns articulated by the Federal Trade Commission (FTC) and the Department of Justice’s (DOJ) Antitrust Division that private equity’s focus on short-term profits was not consistent with the goals of antitrust subsided, as did hostility towards private equity buyers of divested assets in agency-approved antitrust settlements.
The agencies reinstated early termination of the waiting period, which is welcome news for private equity, particularly as they expand into new businesses and industries. The availability of shorter timelines is welcome news for the private sector generally and private equity specifically because it can truncate clearance timelines by a few weeks. A recent district court decision on February 12, 20261 vacated the FTC’s new HSR rules, which had increased the cost and time to file covered deals, and lessens the burden on all filers, including private equity.
U.K. Reforms to Merger Control
In the U.K., a reform of merger controls by the Competition and Markets Authority (CMA) is broadly positive for private equity in its efforts to speed up and increase predictability in reviews.
One slight concern will be the additional jurisdictional threshold brought in under the Digital Markets, Competition and Consumers Act, which is designed to capture killer acquisitions but will also cover roll-ups. That new threshold allows the CMA to assert jurisdiction if one party, typically the acquirer, has an existing U.K. share of supply of at least 33%, if it has a U.K. turnover exceeding £350 million, and if the other party has a UK nexus, even if it has minimal or no U.K. turnover itself.
More positive is the fact that the CMA will now be more open to behavioral commitments in merger enforcement as well as there being scope for shorter Phase 2 reviews, with greater transparency earlier on in Phase 2. Furthermore, there is a new “fast-track” route for parties subject to merger review in the U.K., allowing them to request a fast-track referral to Phase 2 at any stage of pre-notification or Phase 1.
The UK government has made clear to the CMA chief executive Sarah Cardell that its priority is to boost economic growth and investment and that it expects merger control to be more business-friendly and predictable.
European Commission Reviews Guidelines, Considers FSR
At the European level, we see a movement towards more overt politicization of merger control analysis. The substantive merger guidelines are in the process of being revamped and, given concerns about the EU falling behind the U.S. and China in areas like AI and defense, there is growing political pressure on the EC’s DG Competition to allow more transactions to proceed that involve European acquirers and are judged to be positive for national security, supply chain resilience, technological or critical mineral sovereignty, and/or innovation.
The EU Foreign Subsidies Regulation (FSR), which became effective in 2023 and aimed to combat distortions of competition caused by foreign subsidies has had the unintended consequence of significantly increasing the disclosure burden on private equity buyers. Global private equity investors with multiple fund vintages and ex-EU LP interest holders have spent months identifying, updating and disclosing their foreign financial contributions, which can slow down transaction timetables. Some funds have had to bring in certain sovereign wealth investors after closing, in order to avoid a potentially protracted FSR investigation.
The German government has called on the EC to narrow the scope of the legislation to speed up deal-making and reduce regulatory friction. It remains to be seen whether the EU will revamp the FSR in order to subject fewer deals to mandatory notification. Thus far only two transactions have undergone an in-depth FSR review with remedies – both involving UAE state supported acquirers – whereas private equity transactions have all achieved swift Phase 1 approvals, albeit after several months of informal pre-notification discussions with the EC.
CFIUS in the Spotlight
With the arrival of the second Trump administration, a new America First investment policy underpins efforts to encourage foreign investment into the United States in certain key areas while restricting it in others. The Committee on Foreign Investment in the United States (CFIUS) has moved to speed up reviews for allies while increasing scrutiny of Chinese investment in certain sectors and mandating divestitures where national security concerns are raised.
During 2025, a pilot program was put in place to fast-track known investors through the CFIUS process, aiming to introduce a distinction between investors of concern and trusted allies. Resources will in theory then be reallocated such that certain investors get fast-tracked and are encouraged to invest while the scope of scrutiny and enforcement over others is enhanced.
In December, President Trump signed into law the Comprehensive Outbound Investment National Security Act (COINS Act), an update to the outbound investment rules often referred to as Reverse CFIUS, which gives the government further power to restrict U.S. outbound investments into certain adverse countries. Funds now need to work through how diligence is conducted on transactions in order to assess whether or not deals are notifiable under the regime. We are seeing different approaches taken, with some more cautious than others about submitting notifications, so that will be a theme to watch in 2026.
The COINS Act also broadens the scope of countries covered by the outbound investment regime, introduces new procedural mechanisms and makes changes to the covered persons and transactions.
Given the dynamic and volatile nature of the U.S. relationship with China and others, and the shifting geopolitical sands, private equity firms will see both additional obstacles and new opportunities presented by changing cross-border investment legislation. The focus in 2026 must be on watching developments closely and developing the appropriate measures to facilitate compliance.
1 Chamber of Commerce of the United States v. Fed. Trade Comm’n, No. 6:25-cv-9 (E.D. Tex. Feb. 12, 2026)
