Proposed Merger
The European Commission has paused its Phase II antitrust investigation into the proposed merger of Saipem and Subsea7.
This stops the regulatory clock while the Commission awaits additional information from the companies involved.
According to Reuters, the suspension took effect on 25 August 2026 and will last for an unspecified period. The review timetable will only restart once the Commission deems the outstanding information to be complete. While this does not necessarily mean that the transaction will be blocked, it does put further pressure on the planned closing timetable.
Saipem and Subsea7 formally notified Brussels of the deal on 16 June 2026. On 22 July, the Commission opened an in-depth investigation after identifying serious doubts about the merger’s compatibility with the EU internal market, particularly with regard to the market for subsea umbilicals, risers and flowlines (SURF).
The original Phase II deadline of 26 November was later extended to 16 December following a request by the companies. If the pause lasts several weeks, the December date will be at risk, potentially pushing completion into early 2027.
The Commission’s preliminary review identified Saipem and Subsea7 as two of only three leading global SURF suppliers. They compete closely on larger, more technically demanding oil and gas, and carbon capture projects. Regulators cited limited spare vessel capacity, high barriers to entry, and a lack of comparable alternatives. The investigation also covers related markets, such as trunkline installation and subsea decommissioning. Other activities, including offshore wind and conventional offshore construction, were considered largely complementary.
The all-share transaction, first announced in February 2025 and finalised by a binding agreement in July 2025, will see Subsea7 absorbed into Saipem, which will be renamed Saipem7. Existing shareholders of each company would own 50% of the combined group.
The new entity is projected to generate approximately €21 billion in annual revenue and more than €2 billion in EBITDA, and to have a backlog of around €43 billion. It would also have a fleet of more than 60 construction vessels and around 44,000 employees. The companies have set a target of achieving €300 million in annual synergies within three years of closing. Subsea7 shareholders are due a special dividend of €450 million immediately before completion.
The deal has already received clearance from 10 of the 16 competition authorities reviewing it, including unconditional approval in Brazil, the United Kingdom, and the United States, where the Hart–Scott–Rodino waiting period has expired.
Turkey’s competition authority also approved the transaction in July. The companies will continue to operate independently until all remaining approvals have been obtained.
Neither Saipem nor Subsea7 has issued an immediate public comment on the latest pause.
The original target of completing the transaction in the second half of 2026 remains in place, though the stop-the-clock procedure leaves less time to meet this deadline.
