Axalta Coating Systems Ltd. filed a Form 425 on November 11, 2026, disclosing that the UK Competition and Markets Authority has completed a Phase 1 review of the proposed merger with Akzo Nobel N.V. and identified competition concerns in the supply of vehicle refinish coatings in the UK.

Key Highlights

  • CMA Phase 1 decision: The UK Competition and Markets Authority identified competition concerns solely relating to the supply of vehicle refinish coatings in the UK, according to the filing.
  • Proposed remedy: AkzoNobel and Axalta said they aim to address the CMA's concerns with the same remedy proposal included in the European Commission's decision.
  • EC undertakings agreed: The companies disclosed they have already agreed with the European Commission on a package involving the divestment of AkzoNobel's European vehicle refinish coatings business, including its UK business.
  • Combined revenue figure: The filing states the combined company would have approximately $17 billion in revenue.
  • Shareholder votes completed: According to the filing, shareholders at both AkzoNobel's Extraordinary General Meeting and Axalta's Special General Meeting voted in favor of all resolutions related to the proposed transaction on August 5, 2026.
  • Expected completion: The companies stated they "remain confident that the merger will be completed by early 2027."

CMA Competition Review and EC Remedy Package in the AkzoNobel-Axalta Merger

According to the filing, AkzoNobel and Axalta are "considering" the CMA's Phase 1 decision, which identified competition concerns confined to the supply of vehicle refinish coatings in the UK. The two companies disclosed that they intend to propose the same remedy to the CMA that was already accepted by the European Commission, namely a targeted package of undertakings involving the divestment of AkzoNobel's European vehicle refinish coatings business, explicitly including its UK operations. The filing states the companies "will continue to engage constructively with both the European Commission and the CMA on this remedy package."

The filing notes that earlier procedural milestones have been reached. AkzoNobel filed a registration statement on Form F-4 with the SEC on May 27, 2026, amended on June 18, 2026, which was declared effective on June 23, 2026. Axalta filed its definitive proxy statement on June 24, 2026, and commenced mailing to holders of record as of June 11, 2026. Both companies' shareholders subsequently approved all transaction-related resolutions on August 5, 2026.

The filing describes the combination as bringing together "two leading coatings companies with complementary portfolios, technologies and brands," creating a global company with approximately $17 billion in revenue spanning Powder Coatings, Aerospace Coatings, Refinish, Mobility, Marine and Protective Coatings, Industrial Coatings, and Decorative Coatings. The filing is listed as filed by Axalta Coating Systems Ltd. (NYSE:AXTA) and was issued as a media release dated November 11, 2026. The communication contains forward-looking statements, which the filing notes are subject to its cautionary language under Section 27A of the Securities Act and Section 21E of the Securities Exchange Act of 1934.

What Was Disclosed

Axalta filed a Form 425 on November 11, 2026, disclosing that the UK CMA identified vehicle refinish coatings competition concerns at Phase 1 and that AkzoNobel and Axalta plan to propose the same divestiture remedy already agreed with the European Commission, with both companies expressing confidence in closing the merger by early 2027.