UK's CMA launches an inquiry into Facebook's acquisition of Kustomer, investigating whether the deal violates the UK's Enterprise Act 2002
Jaime Llinares Taboada / MarketWatch :
Context & Ripple Effects
The CMA inquiry into Facebook's purchase of customer-service software maker Kustomer lands on top of a busy UK antitrust calendar: regulators were already preparing an investigation into how Facebook allegedly uses customer data to squash rivals in social media and online ads, and the agency had already ordered an in-depth review of the $400M GIPHY deal after Facebook failed to address concerns there. The move also follows signals from Brussels — EU antitrust regulators had been reported likely to open their own probe into the Kustomer deal once the initial review closed.
First-order effects
- Facebook's roughly $1B acquisition of Kustomer is now subject to a formal UK Enterprise Act 2002 phase of scrutiny, meaning the deal cannot be considered cleared in one of its key European markets until the CMA rules.
- Kustomer, a CRM and messaging specialist, is caught in the review window — its integration roadmap, hiring plans, and customer commitments are frozen while the CMA assesses whether absorbing it would lessen competition.
Second-order effects
- Brussels moved in lockstep: the day after the CMA acted, the European Commission launched its own investigation with a December 22 deadline for a ruling, so Facebook now faces parallel merger reviews on both sides of the Channel rather than sequential ones.
- The CMA's pattern of escalating small acquisitions into full reviews — as with GIPHY — raises the expected cost of any bolt-on deal by Facebook, pushing rivals' smaller capability purchases toward earlier regulatory engagement or divestment commitments.
Third-order effects
- If the pattern holds, big-platform purchases of vertical software specialists become a standing target for competition authorities, shifting deal structure toward pre-emptive remedies and making 'specialist absorption' — buying a category leader to fold it into a platform — materially harder to close unchallenged.
- The eventual outcome here became a template case either way: the CMA ultimately cleared the Kustomer deal as not likely to reduce competition, showing that heightened scrutiny does not necessarily mean blocked deals — but the multi-jurisdiction gauntlet itself becomes part of every acquirer's calculus.
The trend: Merger control is converging on big-tech capability acquisitions across jurisdictions, with the UK CMA and European Commission increasingly reviewing the same deals in parallel rather than deferring to each other.