On 9 July 2025, the General Court of the European Union handed down its judgment in Case T 188/24, Michelin v. Commission,1 annulling in part the decision of the European Commission (the Commission) to submit Compagnie Générale des Établissements Michelin and all its subsidiaries (collectively, Michelin) to an unannounced inspection (i.e., dawn raid). The court held that the Commission’s reasoning lacked clarity, specificity, and sufficient factual support, due to the absence of sufficiently serious indicia substantiating potential price coordination for new replacement tyres for cars and trucks in the European Economic Area (EEA) for part of the period under investigation.
While this was not the first time the court has been asked to adjudicate on the legality of an inspection decision, the Michelin ruling is notable for at least the following reasons: First, it is relatively rare for investigated undertakings to succeed in challenging the Commission’s investigatory measures, be these requests for information (RFIs) “by decision” or inspection mandates. Second, the court confirmed that the Commission may rely on a company’s public statements, such as those made during earnings calls, to garner as evidence of potential anticompetitive conduct, even when such statements are made in compliance with financial disclosure obligations. Third, the judgment illustrates how the Commission has been increasingly using data analytics to detect potential coordination across sectors without relying on complaints or leniency applications, underscoring the need for companies in all industries to remain vigilant and prepared for unannounced inspections.
1. Background
On 10 January 2024, the Commission adopted a decision under Article 20(4) of Regulation No 1/20032 authorising an unannounced inspection at the premises of Michelin in the context of an ex officio investigation into potential anticompetitive conduct in the tyre sector (Case AT.40863 — Hoops) (the Contested Decision). The Commission’s investigation into Case AT.40863 is ongoing.
According to the Contested Decision, the Commission had gathered information suggesting that Michelin and other major tyre manufacturers in the EEA may have participated in agreements and/or other concerted practices to coordinate the wholesale prices of new replacement tyres for cars and trucks, in breach of Article 101 of the Treaty on the Functioning of the European Union (TFEU). Specifically, the Commission suspected that the investigated companies were using public communications, in particular investor earnings calls and other corporate disclosures, to signal their future pricing intentions to one another.
2. Procedure Before the General Court
Michelin sought the annulment of the Contested Decision on the grounds that: (i) it was insufficiently reasoned in breach of Article 296 TFEU and Article 20(4) of Regulation No 1/2003 and (ii) it was arbitrary and disproportionate, infringing its fundamental right to the inviolability of the home and communications (also referred to as the “right to privacy”), as the Commission lacked sufficiently serious indicia to justify the inspection. In its defence, the Commission submitted explanations and material elements intended to demonstrate that it possessed sufficiently serious indicia to suspect an infringement of the competition rules.
To ensure procedural fairness, the court then adopted two sets of organisational measures. First, Michelin was given the opportunity to comment on new facts and evidence it became aware of upon reviewing the Commission’s defence. Second, Michelin was given the opportunity to comment in writing on the explanations and material elements presented by the Commission in response to the first set of measures.
3. How the Tyre Sector Caught the Commission’s Attention
The Commission’s initiative to investigate the tyre sector did not stem from a specific complaint or whistleblower tip. Rather, it emerged from a broader, sector-neutral market surveillance initiative designed to detect anticompetitive coordination through public communications, particularly investor earnings calls. This initiative was part of a wider monitoring exercise covering various sectors and geographic areas, aimed at identifying instances in which executives of competing firms repeatedly used language that might indicate collusion. The tyre sector was not identified as a preset target. Rather, the Commission focused on the sector only after its quantitative screening revealed that several major manufacturers in the EEA, including Michelin, Bridgestone, Continental AG, The Goodyear Tire & Rubber Company, Pirelli & C. S.p.A., and Nokian Tyres, exhibited unusually high frequencies of potentially problematic language patterns in their public statements.
In the first stage of this screening process, the Commission analysed several hundreds of thousands of earnings call transcripts sourced from a financial data provider, covering companies across multiple industries. It searched for two categories of recurring two-word phrases, or “bigrams”: the first comprising nearly 100 bigrams relating to relevant strategic business decisions, and the second comprising over 400 bigrams aimed at identifying statements about competitors’ current or future behaviour. The earnings calls of major tyre manufacturers ranked among the top five or 10 in bigram frequency across the entire dataset, with many containing multiple phrases from both categories. In the second stage, the Commission manually reviewed these flagged phrases or statements to determine whether they could reflect unilateral signaling of future pricing intentions. The Commission considered the combination of high bigram frequency and qualitative review of the context of the statements as amounting to sufficiently serious indicia of possible price coordination to justify the inspection under Article 20(4) of Regulation No 1/2003.
Reliance on publicly available information is not new, as illustrated in the earlier, recent Symrise judgment,3 where the Commission also relied on an open-source intelligence report to support its suspicions, which ultimately contributed to the decision to carry out a dawn raid.
4. The Missing Evidence: Why Part of the Contested Decision Was Annulled
The court annulled in part the Contested Decision on the basis that it was not supported by sufficiently serious indicia insofar as it covered an earlier period of suspected price coordination. Michelin argued that the Commission failed to provide contemporaneous evidence for that earlier period, which preceded the main period by certain — undisclosed to the public — years, thereby rendering the Contested Decision arbitrary and disproportionate. During the hearing, as well as in response to a question from the court concerning the temporal scope of the suspected coordination, the Commission acknowledged that it had identified zero contemporaneous public statements from tyre manufacturers relating to the earlier period indicating coordination. Despite using the same quantitative and qualitative methodology across the entire period covered by the inspection decision, the Commission could not explain why no relevant statements were found for that earlier period. To support its suspicion of coordination for that time, the Commission relied instead on retrospective references made during earnings calls held in or just before the main period, in which tyre manufacturers discussed past experiences with raw material cost increases. The Commission interpreted these as indirect evidence of earlier coordination.
However, the court found that Michelin’s retrospective comments lacked the forward-looking and strategic character needed to support a suspicion of collusive signaling and did not reflect any exchange of future pricing intentions. The Commission also failed to offer evidence or other material capable of substantiating a theory of coordination during that period. Taking account of the absence of contemporaneous evidence and the lack of any additional material supporting its suspicion, the court held that the Commission’s suspicions relating to the earlier period —namely, that it was plausible that the main tyre manufacturers targeted by the Contested Decision had coordinated their prices for new replacement tyres for cars and trucks within the EEA during that period — were not supported by sufficiently serious indications. On those grounds, the court concluded that Michelin’s fundamental “right to respect for its home and communications,” as protected under Article 7 of the Charter of Fundamental Rights of the European Union, had been violated, and that, therefore, the Contested Decision should be partially annulled.
5. Clarifying the Scope of the Commission’s Discretion
The Michelin judgment offers useful clarifications on the leeway the Commission enjoys when exercising its powers under Article 20(4) of Regulation No 1/2003. In rejecting several of Michelin’s objections, including those we analyse in what follows, the court confirmed that certain of the Commission’s drafting practices and evidentiary decisions do not, in themselves, render an inspection decision unlawful. Specifically:
The Commission may use flexible expressions without rendering the decision ambiguous.
Michelin argued that the Contested Decision’s wording was vague and imprecise, particularly the use of terms such as “and/or,” “notably,” “including,” and “at least.” The court rejected this claim, holding that these expressions do not, as such, make the decision ambiguous or insufficiently reasoned. Rather, they reflect the fact that the Commission is not required, at the stage of initiating an investigation, to adopt definitive legal classifications or to exhaustively identify all aspects of the suspected infringement. Provided that the essential elements of the suspected conduct are clear and the undertaking can understand the basis for the inspection, the use of open-ended or illustrative wording does not make the decision ambiguous or unlawful.
The Commission is not required to disclose all evidence in the inspection decision.
The court also rejected Michelin’s argument that the Commission had failed to disclose all of the information in its possession in the Contested Decision. It reaffirmed that, for the purposes of an inspection under Article 20(4) of Regulation No 1/2003, the Commission need only demonstrate that it has sufficiently serious indicia of a possible infringement. The Commission is neither obliged to include all available evidence in the inspection decision itself nor required to disclose the full extent of its internal analysis or all sources of information.
The Commission may opt for an inspection rather than a request for information when there is a risk of evidence being compromised.
The court upheld the Commission’s decision to conduct a dawn raid instead of issuing an RFI. Michelin argued that the same information could have been obtained through less intrusive means, such as an RFI, but the court found that an unannounced inspection is justified when there is a credible risk that prior notice could lead to the concealment or destruction of evidence. The court referred to the Commission’s reasoning that this risk existed because the suspected conduct involved sensitive internal communications, including exchanges relating to the preparation of public statements, which were allegedly used to signal future pricing intentions. According to the court, the fact that the signaling was carried out through public statements did not remove the risk that internal drafts, preparatory discussions, or related internal documents could be altered or destroyed if the companies were notified of the investigation in advance.
6. Compliance With Financial Regulation Does Not Preclude Article 101 TFEU Liability
The Commission held that, during part of one year within the main period, several major tyre manufacturers in the EEA, including Michelin, had publicly disclosed their pricing intentions and strategies in manners that raised suspicions of coordination. Based on its review of numerous earnings call transcripts and presentations, the Commission considered a number of statements to be suspicious because they included remarks on how competitors should set prices, intentions to act as a price leader or follower, and anticipated reactions to competitors’ price changes. It noted that such statements were not legally required and that comparable reviews of other sectors showed this was not standard behaviour. Examples of the language it considered suspicious included phrases such as ““we want to send a signal,” “we have a plan to,” “the strategy is to focus on,” “we strive to stick to,” “we will do our best to,” “we are able to,” and “[it is] not our intention to go for.”” The Commission considered that the presence of such statements made it at least plausible that the manufacturers intended to send signals to key competitors so that the pricing intentions and strategies they revealed would be taken into account.
In its pleadings, Michelin argued that the public statements in question were made in accordance with financial disclosure requirements and, therefore, could not form the basis for a finding of anticompetitive conduct. The court, however, held that compliance with financial market regulations, such as obligations to disclose information in earnings calls, cannot shield undertakings from the application of Article 101 TFEU.
In particular, while it accepted that companies must meet their transparency obligations in their communications with investors and analysts during earnings calls, the court clarified that Article 101 TFEU does apply regardless of the application of the mandatory regulatory framework in which the statements are made. What matters is not whether the statements were public or required by law but whether they served to signal future market conduct to competitors in a way that could facilitate coordination. The court made clear that financial disclosure obligations cannot legitimise concerted practices or pricing signals that are prohibited under EU competition law.
7. Key Takeaways
Litigation can be a valuable tool to test inspection decisions.
In recent years, an increase in cases litigating the Commission’s investigatory measures is readily observable: As regards inspection mandates, Red Bull (Case T-682/24, judgment pending), Symrise (Case T-263/23, 30 April 2025), Casino (Case T-249/17, 5 October 2020), Alcogroup (Case C-403/18 P, 17 October 2019), České dráhy (Case T-325/16, 20 June 2018), Deutsche Bahn (Case C-583/13 P, 18 June 2015), and Nexans (Case C-37/13 P, 25 June 2014) have previously contested the Commission’s decisions. As regards RFIs, Meta (Case T-451/20, 24 May 2023), Qualcomm (Case C-466/19 P, 28 January 2021), and HeidelbergCement (Case C-247/14 P, 10 March 2016) have challenged the Commission’s respective RFIs. More often than not, the applicants have not prevailed. Against that background, the Michelin case reminds us that judicial review can serve as an effective safeguard allowing for a full review of the facts, legal basis, and evidence relied upon by the Commission to justify an investigatory step. Furthermore, litigating such decisions may allow investigated companies that would not otherwise have access to the Commission’s file at the inspection stage to better understand the origin of the Commission’s suspicions and become privy to more information and/or documentation than they would otherwise have.
Inspections based on proactive surveillance are likely to become more common.
The Michelin judgment also illustrates that the Commission no longer relies just on complaints or whistleblowers to collect information that may lead to inspections. It also uses large-scale data analytic methods, such as the text mining of earnings calls, to detect unusual patterns in public communications that may suggest coordinated behaviour. In the Symrise case, the Commission similarly relied on an open-source intelligence report. With leniency applications in decline, the Commission can no longer rely on them as its primary source for detecting cartels. It can be expected to rely more on data analytics to analyse publicly available information and identify potential cases, which may lead to ex officio investigations and unannounced inspections.
Compliance with capital markets rules does not shield public statements from antitrust scrutiny.
The court clarified that even statements made to meet financial disclosure obligations can be used as evidence to investigate conduct potentially infringing Article 101 TFEU if they are used to signal future pricing or strategic intentions to competitors. Fulfilling transparency duties under capital markets regulations does not exempt companies from antitrust liability. All public communications, whether required by law or voluntarily disclosed, should be reviewed with competition law risks in mind.
Publicly traded companies that routinely hold earnings calls or investor briefings may be particularly exposed to antitrust scrutiny of their statements and should be mindful of how certain formulations may be used and/or interpreted by other companies active in their respective sectors. Businesses should ensure that their in-house communications and investor relations teams are trained to review forward-looking disclosures, especially those concerning pricing, supply, or market outlook, through a competition law perspective, regardless of the industries in which they operate. This is all the more important as regulators exponentially increase their use of artificial intelligence–driven analytics tools.
The Michelin judgment confirms that investor relations teams within publicly traded companies, along with their advisers, should prepare and review public disclosures and forward-looking statements, such as profit forecasts or profit estimates, not only in light of the applicable financial disclosure and transparency obligations and the risk of inadvertently releasing inside information but also from an antitrust compliance standpoint. Competition law stands alongside customary reporting regimes governing the periodic disclosure of financial information and reports on shareholding and voting rights. This additional layer of review should be integrated into the existing compliance processes to ensure alignment with market abuse and financial disclosure obligations.
[1] Judgment of 7 July 2025 in Case T-188/24, EU:C:2025:323 (original in French) (the Michelin judgment).
[2] Council Regulation (EC) No 1/2003 of 16 December 2002 on the implementation of the rules on competition laid down in Articles 81 and 82 of the Treaty, OJ L 1, 4.1.2003, p. 1–25 (Regulation No 1/2003).
[3] Judgment of 30 April 2025 in Case T-263/23, EU:T:2025:417 (the Symrise judgment).
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