The session examined how the regulatory landscape for M&A is changing, noting a shift from purely competition-based merger review toward a broader, risk-based, multi-regime review combining merger control, foreign direct investment screening and sector-specific rules, alongside a growing number of mandatory filing jurisdictions and expanding call-in powers (including retroactive review risk for deals not formally notified). It then turned to how these developments affect deal structuring and timelines, including the use of regulatory risk allocation tools such as reverse break fees and hell-or-high-water clauses, long-stop dates and conditions precedent reflecting multi-regime timing, and strategies for coordinating remedies across jurisdictions, from choosing a "lead jurisdiction" versus filing globally in parallel to drafting structural and behavioral remedy commitments, reverse termination fees and walk-away rights into transaction documentation.

The speakers agreed that, given the increasing scope of regulatory scrutiny, it is essentially no longer possible to run acquisitions without close cooperation between M&A and antitrust lawyers, and that regulatory risks need to be assessed right from the very start of a transaction and explained to the client in detail so they can be factored in from the earliest stages, including when evaluating bids.