Trend 2
FDI regimes expand reach and outpace merger control
FDI filing volumes are outpacing merger control
DealSCREEN data shows that FDI screening captures a greater volume of transactions than merger control, with around 9,000 merger control filings across 34 countries, compared with nearly 15,000 FDI notifications across just 17 countries for the most recent year available. Even allowing for differences in country coverage, this points to the significantly higher intensity of FDI screening, reinforcing that investment screening reaches categories of transactions that merger control may not.
The figures below show how many times more FDI filings are made than merger control filings in selected jurisdictions.
*The UK has a national security and investment screening regime which captures transactions in certain sectors made by both overseas and domestic acquirers. The number of merger control filings excludes briefing papers.
Our 2024 M&A Report, which can be viewed here, highlighted the expanded scope of FDI. The latest data shows that this trend has only accelerated, with substantially more transactions being caught by some form of FDI screening.
FDI filings have risen sharply across certain jurisdictions
From 2022 to 2024, FDI filings increased by 32% in the UK and more than doubled across EU Member States. Italy recorded a 37% increase in FDI filings, while the Netherlands saw a sharp increase (from 8 to 69) as 2024 marked the first full year of its FDI regime. Belgium similarly saw sustained growth in the initial years following implementation.
FDI filing volumes are outpacing merger control
DealSCREEN data shows that FDI screening captures a greater volume of transactions than merger control, with around 9,000 merger control filings across 34 countries, compared with nearly 15,000 FDI notifications across just 17 countries for the most recent year available. Even allowing for differences in country coverage, this points to the significantly higher intensity of FDI screening, reinforcing that investment screening reaches categories of transactions that merger control may not.
The figures below show how many times more FDI filings are made than merger control filings in selected jurisdictions.
*The UK has a national security and investment screening regime which captures transactions in certain sectors made by both overseas and domestic acquirers. The number of merger control filings excludes briefing papers.
Our 2024 M&A Report, which can be viewed here, highlighted the expanded scope of FDI. The latest data shows that this trend has only accelerated, with substantially more transactions being caught by some form of FDI screening.
FDI filings have risen sharply across certain jurisdictions
From 2022 to 2024, FDI filings increased by 32% in the UK and more than doubled across EU Member States. Italy recorded a 37% increase in FDI filings, while the Netherlands saw a sharp increase (from 8 to 69) as 2024 marked the first full year of its FDI regime. Belgium similarly saw sustained growth in the initial years following implementation.
“Strategic sectors reflect national priorities, not a common definition.”
“Strategic” means different things in different jurisdictions
A key reason for the substantial increase in FDI screening is that, in the context of continued geopolitical instability, a broader range of sectors and activities are considered to be “strategic” because of heightened concerns around national security and economic resilience. This has led to jurisdictions extending the scope of their FDI screening regimes. However, different countries have different priorities and what counts as “strategic” can vary significantly by jurisdiction. While some regimes prioritise defence, dual use and aerospace activities, others focus on critical technologies, digital infrastructure and data access or on resources, critical inputs, energy and networks. The visual below shows the top three sectors caught by FDI regimes in certain jurisdictions the most recent year for which data is available. This highlights how a transaction can trigger review in one jurisdiction but not another in some cases.
Main sectors caught by FDI regimes in certain jurisdictions
*Includes utilities, construction, transportation, real estate, finance and insurance, telecommunications and other information industries.
*Includes utilities, construction, transportation, real estate, finance and insurance, telecommunications and other information industries.
Explore the trends shaping deal-making
Explore the trends shaping deal-making
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