The UK Competition and Markets Authority formally launched its Phase 1 investigation into the proposed merger between AkzoNobel and Axalta Coating Systems on September 16, with the commencement notice published on September 17. The regulator will examine the transaction under the UK Enterprise Act 2002 to determine whether it creates a relevant merger situation and whether the combination could result in a substantial lessening of competition in the UK. The CMA has set November 11 as the statutory deadline for its Phase 1 decision.
AkzoNobel and Axalta first announced the transaction in November 2025 as an all-stock merger of equals, with the combined company expected to have an enterprise value of approximately USD 25 billion.
Under the agreed structure, Axalta shareholders would receive 0.6539 AkzoNobel shares for each Axalta common share they own.
Immediately after completion, existing AkzoNobel shareholders are expected to own approximately 55% of the combined company, while Axalta shareholders would hold the remaining 45%.
Before closing, AkzoNobel also expects to pay its shareholders a special cash dividend equal to EUR 2.5 billion minus regular annual and interim dividends paid during 2026 before completion.
Based on 2024 figures, the two businesses generated approximately USD 17 billion in combined revenue. The planned company would operate across more than 160 countries and have roughly 173 manufacturing sites worldwide.
AkzoNobel has a broad portfolio spanning decorative paints and performance coatings, with brands including Dulux, International, Sikkens and Interpon.
Axalta has a strong position in automotive refinish, mobility and industrial coatings, with brands including Cromax, Standox and Spies Hecker.
When announcing the transaction, the companies identified approximately USD 600 million in annual run-rate synergies. About 90% of those savings are expected to be achieved within the first three years after closing.
The combined company is planned to be domiciled in the Netherlands with dual headquarters in Amsterdam and Philadelphia.
Following an initial period of dual listing on the New York Stock Exchange and Euronext Amsterdam, the companies plan to move to a single NYSE listing.
The proposed leadership structure has also been set. Current Axalta Chair Rakesh Sachdev is expected to become chair of the combined company, while AkzoNobel Chief Executive Greg Poux-Guillaume is set to serve as CEO.
The CMA had already begun gathering information on the transaction months before formally opening Phase 1.
On April 16, the regulator invited customers, competitors and other interested parties to submit initial comments on the potential impact of the merger on competition in the UK. That consultation closed on May 1 and did not itself constitute the start of a formal investigation.
The September launch moves the case into the CMA's statutory merger-review process.
During Phase 1, the regulator will assess whether the transaction could lead to a substantial lessening of competition in one or more UK markets. The CMA has not yet issued a final competition finding or announced any requirement for AkzoNobel or Axalta to divest businesses or assets.
AkzoNobel and Axalta have previously said they expect the merger to close in late 2026 to early 2027, subject to shareholder approvals, regulatory clearances and other customary closing conditions.
