BUSINESS NEWS rules on pricing and examine the impact of two recent acquisitions by Hays Travel. Ian Taylor reports CMA yet to begin probe into Hays


The Competition and Markets Authority (CMA) had yet to confirm it has formally begun a Phase 1 investigation into Hays Travel’s acquisition of Polka Dot Travel and Millington Travel at the start of this week despite issuing Initial Enforcement Orders in mid-December. The CMA’s action in issuing the


orders halting integration of Polka Dot and Millington with Hays on December 16 came as a surprise as it came almost six weeks after the second of the acquisitions. Hays announced the takeover


of Polka Dot and its 15 shops in the northwest and north Wales on October 30, and the acquisition of Millington Travel and the business’s 14 outlets in the East Midlands on November 5. This followed a series of


acquisitions by Hays in the past two years – including the purchases of


Dame Irene Hays opens a new shop in Dalton,


County Durham, last March


Cruise.co.uk, Just Go Travel, Travel House and Miles Morgan Travel – which have taken its retail estate to about 530 branches and 4,500 employees. Hays even bought another agency,


The Holiday and Flight Centre in Scotland and its Indulgent Cruises brand, on November 7. The company’s only takeover to attract CMA attention previously was


What is a CMA Phase 1 review?


The CMA has a statutory deadline of 40 working days to complete a Phase 1 review once it has begun. When an investigation begins


“on the CMA’s initiative”, as in Hays’ case, the 40-day deadline applies only from the date the CMA considers it has “sufficient information” to begin. If it finds there is “a realistic


prospect” of a substantial lessening of competition, the CMA will launch a Phase 2 assessment unless offered “remedies” that it considers address its concerns. A Phase 2 investigation could last 24 weeks. In the meantime, Hays must


halt integration of the Polka Dot and Millington businesses. It is not obliged “to reverse


any act or omission…completed prior to the commencement date”. But without the CMA’s consent, it should “not take any action” which might lead to integration of the businesses or transfer ownership or control of the businesses. All three businesses must carry


on separately, with “no significant changes”, “no integration” of IT, and “customer and supplier lists operated separately”, and they must confirm they are meeting these and all other requirements fortnightly.


that of Cruise.co.uk parent Victoria Travel Group last July, when Hays was able to satisfy the regulator’s competition concerns without a formal investigation. The addition of Polka Dot


and Millington’s 29 branches has hardly taken Hays’ business to a wholly new level of market share nationally – especially as at one point, following its takeover of


Thomas Cook’s retail estate in October 2019, Hays had considerably more shops than it does now. So, the investigation appears likely


to focus on the regional impact of the acquisitions on competition among agencies. How small an area the CMA might look at is unclear, but Hays has more of a presence in the northwest and north Wales than the East Midlands. The businesses must remain


separately run and with “no significant changes” while the CMA completes a Phase 1 investigation under the Enterprise Act of 2002 and decides whether one or both acquisitions could lead to a “substantial lessening of competition” anywhere in the UK. Hays is likely to seek some


exemptions to allow it to proceed with at least planning integration of the businesses if the CMA decides against proceeding to a more in-depth Phase 2 investigation.


Hays likely to seek exemptions to orders so it can plan integration


Hays Travel has previously confirmed it is “committed to cooperating” with the CMA, but it will hope to be granted some exemptions to the Initial Enforcement Orders and to be allowed to at least plan for integration. An industry consultant who has


worked on business integrations subject to CMA orders said: “The main thing is to focus on the bits you know aren’t going to be affected. “You can’t be seen to be


operating as one company. You need to maintain boundaries. So, it’s about what you can plan and get to a point where


travelweekly.co.uk


you can hit the ground running. “Your plans need to be flexible


enough to say, ‘If we have to change direction, we can focus on these stores’, or ‘This is how we’ll roll out the integration, and we’ll flex it once we know which stores are affected’. “Businesses must be able to


prove they’ve followed the orders. [That means] strong governance around how the companies interact, documenting steering committee meetings, ensuring there are legal reminders that you’re only planning, not executing, and ensuring the CMA has assurance of what you have in place. A lot of work has to go into that.”


15 JANUARY 2026 47


PICTURE: David James Wood


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