Antitrust law
Best practices for drafting merger notification documents that present rigorous economic evidence to support clearances.
This article outlines robust, discipline-based methods for constructing merger notification materials that clearly demonstrate competitive effects, market dynamics, and welfare impacts through precise economic analysis and credible, persuasive documentation.
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Published by Louis Harris
August 09, 2025 - 3 min Read
Merger notification documents serve as the bridge between complex economic theory and practical regulatory decision making. To ensure a favorable review, a drafter should begin with a transparent narrative that frames the anticipated competitive effects in terms ministers and economists can verify. The document must tightly link factual information to asserted outcomes, avoiding vague claims or unfounded assumptions. A thorough analysis starts with a precise market definition, followed by plausible counterfactual scenarios and measurable indicators such as price, output, and quality before and after the transaction. Clear methodology and replicable calculations reinforce credibility and support a timely, rigorous evaluation by authorities.
A central pillar of effective drafting is the explicit articulation of data sources and methodological choices. The best submissions disclose data provenance, sample periods, and any adjustments used to harmonize disparate datasets. When empirical models are employed, practitioners should explain the intuition behind the chosen specification, discuss potential biases, and present robustness checks. Sensitivity analyses—varying market boundaries, time horizons, and rival response assumptions—help demonstrate that conclusions are not artifacts of a single model. Finally, the document should include a concise executive summary that distills core findings, avoiding technical jargon where possible while preserving analytic precision for non-specialist reviewers.
Data integrity and transparent methods underpin credible findings
A robust economic narrative comes from aligning the transaction with verifiable market realities rather than theoretical abstractions alone. Drafters should describe how the merger affects competition across relevant products and geographies, explaining how barriers to entry, potential substitutes, and customer switching costs influence outcomes. The presentation of results must distinguish between unilateral effects and coordinated interactions, and it should weigh the likelihood and magnitude of each. Illustrative scenarios, supported by data, help reviewers understand possible futures. The tone should remain objective, avoiding certainty beyond what the evidence supports, and should acknowledge limitations when data gaps exist.
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To maintain integrity, authors must provide clear evidence of incremental impact. This involves demonstrating that the merged entity would alter competitive dynamics in a way that matters to consumers or rivals. Use of counterfactual benchmarks—what would have happened absent the merger—clarifies the degree of change. Where feasible, incorporate transaction-specific analyses such as price-cost margins, output responses, and customer welfare measures. Transparently report any assumptions about rival behavior or potential efficiencies, while measuring their effects against observed data. A well-structured document foregrounds the most persuasive results first, followed by supporting analyses and caveats.
Clear, balanced analysis with explicit regulatory relevance
The data section should be comprehensive yet concise, outlining sources, coverage, and representativeness. When proprietary data are used, explain access limitations and any steps taken to validate results with public proxies or supplementary datasets. Documentation should include a data dictionary, variable definitions, and the rationale for transformations. Where possible, share code snippets or reproducible workflows to enable independent checks. The merit of the submission increases when analysts preemptively address potential data discrepancies, such as outliers, missing values, or seasonal effects. Finally, provide a short note on data governance, including privacy safeguards and compliance with applicable laws.
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Economic modeling in merger filings benefits from a multi-method approach. Combine structural analyses with scenario-based assessments that reflect varying degrees of market power and competitive response. Include both short-run and long-run implications to capture immediate and lasting welfare effects. When models yield divergent results, present each outcome clearly, along with the assumptions that drive them. The document should justify the choice of metrics—price effects, consumer surplus, producer profits, or social welfare—and explain how these metrics translate into regulatory significance. A credibility-minded submission anticipates critiques and offers transparent rebuttals grounded in evidence.
Structured, reviewer-friendly presentation of evidence
Beyond results, the narrative must connect findings to specific antitrust standards and enforcement priorities. The drafter should map identified effects to legally meaningful concepts such as market power, exclusionary conduct, and efficiencysourcing tradeoffs. Where remedies are contemplated, explain how proposed conditions would restore competitive balance without undermining productive efficiencies. A persuasive filing demonstrates not only that a transaction could harm competition, but also that the anticipated harms exceed any potential efficiencies. This balance is essential to withstand scrutiny from agencies, courts, and concerned stakeholders who probe the robustness of the analysis.
Illustrative graphics, when used judiciously, can reinforce the economic story without overwhelming the reader. Simple charts that show pre- and post-merger trajectories, alongside concise captions, aid comprehension. Ensure visuals are consistent with the underlying data and labeled clearly to prevent misinterpretation. Where figures are derived from the models, include notes on estimation methods, confidence intervals, and the scope of inference. A well-crafted visual aids recall and retention, complementing the narrative rather than serving as distraction.
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Credible, repeatable evidence supporting clearances
The structure of the filing should support ease of navigation for busy regulators. Use a logical sequence: executive summary, market definition, data and methods, empirical findings, counterfactuals, potential efficiencies, and proposed remedies. Each section must be self-contained yet interconnected, with cross-references to ensure consistency. Tables and appendices should be labeled for quick reference, and key assumptions highlighted in a dedicated box. The writing style must be precise, avoiding overstatement while remaining persuasive about the rigor of the analysis. Finally, ensure all factual claims can be traced to sources or calculations that reviewers can replicate.
A persuasive merger notification anticipates stakeholder reactions and addresses concerns proactively. Anticipate questions about segment-specific effects, customer groups, and entry dynamics. Provide reasoned comparisons with analogous transactions to illustrate how the current case aligns with or diverges from precedent. When limitations exist, openly discuss their implications for the conclusions and what additional data could reduce uncertainty. The goal is to present a coherent, credible argument that supports clearance while demonstrating respect for due process and methodological discipline.
Finally, the drafting team should incorporate a clear compliance and governance framework. Document who authored, reviewed, and approved the submission, and specify any external expert inputs. A transparent audit trail improves accountability and mitigates concerns about bias. The narrative should also note how the filing aligns with enforcement priorities and statutory timelines. Regulators appreciate predictability; a well-documented process with incremental milestones reduces negotiation friction and accelerates the path to decision. The appendix should house technical details, model specifications, and sensitivity checks so readers can verify the core conclusions independently.
In sum, best-practice merger notifications combine rigorous economics with disciplined, reader-friendly presentation. They rely on precise market definitions, robust data handling, and transparent methodologies. By foregrounding credible counterfactuals, sensitivity analyses, and clear links to regulatory standards, authors improve the likelihood of a clear clearance outcome. The resulting document becomes not only a persuasive submission but also a durable reference for future merger reviews, helping to shape more predictable competition policy while safeguarding consumer welfare through disciplined analysis.
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