Home Page / Cases / Intel - McAfee

Intel / McAfee

Background | Europe | United States |

Cooperation | Articles about the case



In 2010 Intel Corporation (US company) proposed to acquire (through its wholly owned subsidiary, Jefferson Acquisition Corporation) the whole of McAfee Inc (US company) for a sum of $7.7 billion. This would result in McAfee becoming a wholl owned subsidiary of Intel and solely within the control of Intel. This required notification to under the EU Merger Regulation. The EU decision noted the following about the companies:

(para 2): Intel is the leading central processing unit ("CPU") and chipset producer. It develops advanced integrated digital technology products, primarily integrated circuits, for industries such as computing and communications. Intel also develops platforms of digital computing technologies, which combine various types of hardware and software.

(para 3): McAfee is a security technology company active in the design and development of security products and services focused in particular on ensuring that internet connected devices are protected from malicious content. McAfee supplies security solutions for servers, desktops and laptop computers, handheld voice and data phones, and other devices that are connected to corporate systems and networks and home PCs.

The products of the companies did not overlap, but were considered 'complementary and at least closely related products' (para 6). The key competition concern was whether or not Intel would have incentive to create a tie between Intel's microprocessors and McAfee's security software which would be harmful to competition.


European Commission Decision


The European Commission did not oppose the proposed merger, provided parties fully complied with obligations set out in a series of annexed commitments to its decision.

As a result of concerns that, as a result of the acquisition, (para 2 of the commitments) 'non-McAfee security software may suffer from a lack of interoperability with Intel microprocessors and chipsets or from technical tying between the latter and McAfee's security software', Intel committed to allowing 'third party vendors of Endpoint Security Software' access to 'Instruction, Interoperability, and Optimization Information that will enable their software to utilize the functionality of Intel Mainstream Microprocessors or Chipsets in the same way as that functionality is utilized by Endpoint Security Software sold by Intel'. The commitments also provided that Intel 'does not intend that there will be impediments to the operation of Endpoint Security Software sold by vendors other than Intel when running on Intel Mainstream Microprocessors or Chipsets' or 'that there will be impediments to the operation of Intel Endpoint Security Software when running on Personal Computers containing microprocessors or chipsets sold by vendors other than Intel'. These were all set out in some detail.

The commitment provided for the appointment of a Monitoring Trustee to resolve any disputes between Intel and third parties arising out of compliance with the conditions and to advice the Commission of Intel's compliance.

In its press release the Commission stated:

The approval is conditional upon a set of commitments ensuring fair competition between the parties and their competitors in the field of computer security, a growing concern due to the exponential rise in the number of malware such as viruses. The Commission was concerned that rival IT security products could be excluded from the marketplace given Intel's strong presence in the world markets for computer chips and chipsets. In particular, the Commission worried about the high likelihood that the merged entity would embed its own security solutions into its chips and chipsets. To alleviate those concerns, Intel committed to ensuring the interoperability of the merged entity's products with those of competitors. While the case raised technically complex issues, a conditional clearance decision could be achieved at the end of the preliminary first phase investigation thanks to the good cooperation of Intel.

Commission Vice-President in charge of competition policy, Joaquin Almunia, stated:

'The commitments submitted by Intel strike the right balance, as they allow preserving both competition and the beneficial effects of the merger. These changes will ensure that vigorous competition is maintained and that consumers get the best result in terms of price, choice and quality of the IT security products'.

See Europe Press Release (IP/11/70, 26 January 2011)


United States decision (Fair Trade Commission)

No formal press release. Deal approved unconditionally.

View Intel press release.



The Commission and FTC cooperated during the review. See, eg, Jocelyn Guitton, Adrian Lubbert, Isabelle Neale-Besson and Jerome Vidal (Unit C5), Intel/McAfee, Competition Policy Newsletter 2011 (No 2) pages 8-11:

The Commission and the FTC cooperated during the respective reviews. The cooperation was close and conducted in an atmosphere of trust and mutual assistance. While the procedures and processes are different in the two jurisdictions, the Commission and the FTC essentially reached a similar outcome, namely an early approval of the transaction.


Articles and news about this case

Jocelyn Guitton, Adrian Lubbert, Isabelle Neale-Besson and Jerome Vidal (Unit C5), Intel/McAfee, Competition Policy Newsletter 2011 (No 2) pages 8-11 (PDF)