Eindhoven: The venture funds that back semiconductor start-ups in this Dutch technology cluster spend a lot of time guessing what Brussels will do to their exit routes, and on 24 August 2026 the European Commission handed them something to read. It published an economic study on the dynamic effects of mergers, commissioned as part of the review that will rewrite the EU merger guidelines.
Oxera prepared the study with Professor Otto Toivanen of Aalto University as lead academic researcher, alongside Professors Yassine Lefouili and Leonardo Madio as economic advisors. The Commission will discuss it at a workshop on 11 September at the Solvay Brussels School, with DG Competition’s Deputy Director General for Mergers, Guillaume Loriot, opening the session and Director General Anthony Whelan closing it.
Dynamic effects describe what a merged firm does next rather than what it charges tomorrow. Does it keep investing, does it innovate, does it enter or leave a market over the following decade. Static analysis asks about prices and market shares. Dynamic analysis asks about the research programme that never ran.
This is not an academic aside. The draft merger guidelines the Commission published on 30 April 2026 replace the 2004 horizontal and 2008 non-horizontal texts with a single framework, and they lean heavily on innovation and dynamic competition as grounds for intervention. The guidelines review page sets out the process. The consultation closed on 26 June 2026 and adoption is expected in the fourth quarter.
Two arguments run in opposite directions from the same concept, and the workshop agenda makes the tension explicit. One panel covers theories of dynamic harm, the reasoning behind killer acquisitions, where an incumbent buys a small but highly valued rival to shelve a product line. A second panel covers theories of dynamic benefit, the reasoning that scale funds research a fragmented sector cannot afford.
Deal lawyers have noticed that both doors open at once. A framework that lets the Commission block a purchase because of innovation the target might have delivered also lets it clear one because of innovation the buyer promises. Each rests on a forecast, and forecasts resist the evidentiary standards a General Court appeal applies.
The Commission plainly knows this, which is why it paid for the evidence before finalising the text. Toivanen’s team examined what mergers actually did to investment and innovation over the medium term, and a body of empirical work gives the eventual guidelines something firmer than intuition when a party challenges a prohibition in Luxembourg.
Companies planning European deals in 2027 should assume longer Phase II reviews in technology, pharmaceuticals and life sciences, and should expect requests for internal documents about product roadmaps. Anything an executive wrote about a target’s pipeline becomes evidence once dynamic theories carry legal weight.
The counterargument deserves a hearing. Predicting innovation is hard, regulators are not investors, and a rule that punishes acquisition can also discourage the founders who build in order to sell. If European venture capital already lags American funding, an aggressive dynamic test raises the cost of exit for exactly the small companies the Commission wants created.
September’s workshop will not resolve that argument. It will show whether the Commission’s own economists believe the data supports the ambition in their draft, which is a narrower question and a far more answerable one.
