Jurisdiction(s):
United Kingdom

Key definition

Bidco definition

What does Bidco mean? In legal practice, Bidco describes the special purpose acquisition vehicle formed to make the bid for a target company, most commonly in a public‑to‑private takeover. It is market shorthand (not a term defined in legislation or case law) and is used consistently across England & Wales, Scotland, Northern Ireland and Ireland. Bidco is typically a newly incorporated private limited company, ring‑fenced to house the acquisition liabilities and financing. It is usually owned by a holding company (Topco) controlled by the sponsor or consortium, and funded by a mix of equity and acquisition debt. In a UK or Irish public...

CMA Phase 2 decision: completed FNZ/GBST acquisition prohibited for SLC in UK retail investment platform solutions; full divestiture ordered (archived, 5 November 2020)

Published by a LexisNexis Competition expert

Practice notes

CASE HUB Archived —this archived case hub reflects the position at the date of the decision of 5 November 2020; it is no longer maintained. See further, timeline.

NOTE—following the appeal lodged before the CAT in FNZ (Australia) bidco Pty Ltd v cma, the matter was remitted to the CMA (see further, FNZ (Australia) Bidco Pty Ltd/GBST Holdings Limited (remittal investigation)).

Case facts

Outline

UK merger review of the completed purchase by FNZ (Australia) Bidco Pty Ltd of GBST Holdings Limited. The deal presents horizontal overlaps in the UK for solutions consisting of software and/or servicing to retail investment platforms.

Latest developments

On 5 November 2020, the CMA issued its phase 2 final report, concluding the merger has resulted, or could be expected to result, in an SLC due to horizontal unilateral effects in the supply of UK retail platform solutions. Accordingly, the CMA decided to prohibit the completed transaction in full.

Parties

FNZ (Australia) Bidco Pty (FNZ): FNZ is an Australia-based business. It designs and publishes wealth management platforms. FNZ provides platforms for distinct customer segments including corporate, advised, direct...

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Web page updated on 21/05/2026

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