France: SFR Carve-Up Complexity Means 2028 at the Earliest
Telco mergers can be summed up as ‘hurry up and wait’. The situation in France is showing no sign of breaking this rule of thumb.
After much speculation, back in June, Orange, Bouygues Telecom and the iliad Group signed an MoU with Altice France to buy SFR, described by Orange as France’s second largest telecom operator. Back then, it was thought that the deal could close in the second half of 2027, naturally subject to regulator approval.
However, the timeline has now slipped to 2028.
This is because France’s national competition authority, Autorité de la concurrence, has recently announced that while it will investigate all three transactions simultaneously and issue decisions on all three once it has completed its review, this will take at least 18 months. The Autorité states that this is due to the cases’ complexity and the nature of the market.
Trusting in national expertise
In the same statement, Autorité de la concurrence stated that the European Commission has given it the task of reviewing the sale of some of SFR’s assets to the iliad Group. The commission made this decision, given the impact it will have on the French telecoms market, the Autorité’s experience in this area and the fact that the transaction is linked to two others with a national dimension. However, the Autorité adds that it will cooperate with the European Commission during the review.
This decision by the European Commission is almost routine, this being the 50th time it has referred a transaction to the Autorité since 2009, under Articles 4 and 9 of the EU Merger Regulation.
Orange and Bouygues began discussing their SFR transactions with the Autorité on 30 June 2026, by submitting pre-notification documents, a step towards preparing and filing their final submissions. With the European Commission’s decision, iliad can begin the same process.
Deal, no deal or one with strings attached?
The final outcome is far from certain. Naturally, the Autorité has to consider the views of all affected stakeholders, including consumer protection organisations and ARCEP - the French telecoms regulator.
A key issue will be how the Autorité views the proposed shift from four to three mobile operators and if it permits the deal, whether it will require structural remedies, typically divestments aimed at either creating or enabling new entrants. These would inevitably reduce the synergies the buyers could expect to achieve from their deals.
Structural remedies don’t always succeed, due to the massive amounts of capital and the economies of scale required to be a competitive alternative to established operators. The failure of a fourth mobile operator in the US to get off the ground, in the wake of the T-Mobile/Sprint merger, is a case in point.
Recent precedents
The Autorité will presumably be informed by the recent mobile mergers in the UK and Spain, each between two operators in a four-operator market, which were given the green light.
However, in the case of Spain, the authorities required MásMóvil to give up some of its spectrum licences to DIGI and have the merged entity, MasOrange, grant DIGI an optional roaming agreement. As a result, the Spanish mobile market remains a four-player one.
In the case of the UK, the Competition and Markets Authority required several behavioural remedies, including a commitment for Vodafone and Three to invest £11bn (US$14.8bn) over eight years in the combined operator’s 5G standalone network.
Only time will tell whether the Autorité blocks the transactions completely, lets them go through unaltered or requires the kind of remedies that the would-be buyers of SFR would prefer to avoid.
