The East Midlands rail franchise covers a critical part of the UK rail network: the Midland Main Line connecting London St Pancras with Leicester, Nottingham, Derby and Sheffield, and connecting regional routes. 

Abellio bid for the franchise as the next step in the strategic development of its UK rail business and was declared the winner in April 2019. A franchise award is automatically subject to CMA merger control, and Abellio’s turnover also made the award subject to EU jurisdiction. Securing merger clearance before the franchise handover date was critical to the project.

Key highlights

  • The fixed franchise handover date meant an extremely tight timetable, requiring us to be fast, flexible and highly responsive. 
  • The combination of EU jurisdiction and UK interest meant we had to help Abellio navigate the EU and UK merger control processes. 
  • We worked closely with the Abellio project team to produce detailed information on overlaps between East Midlands and existing Abellio services.
  • We supported Abellio in all aspects of the process, including the preparation of its tender bid and the extensive and complex requirements involved in taking over a rail franchise.
  • Brodies first advised Abellio on the procurement and merger clearance of the Scotrail franchise and have developed a close relationship with them across multiple franchise bids.

Outcome

We persuaded the EU Commission to refer the franchise award to the CMA for review and then helped Abellio secure merger clearance from the CMA in time for the planned start of the new franchise. Abellio was delighted with this outcome.

The combination of EU and UK jurisdiction and the very tight timetable for securing clearance made this an extremely challenging merger control case. The successful outcome demonstrates our ability to handle complex and time-critical merger clearance instructions.

Contributors

Charles Livingstone

Partner

Jamie Dunne

Senior Associate