On July 19, 2023, the Department of Justice Antitrust Division (DOJ) and Federal Trade Commission (FTC) (together, the Agencies) released a draft set of revised Merger Guidelines (the Revised Guidelines) to set forth the...more
On June 27, 2023, the Federal Trade Commission (FTC), with the concurrence of the Department of Justice Antitrust Division, announced a wide range of significant proposed changes to the Hart-Scott-Rodino (HSR) pre-merger...more
On February 3, 2023, the U.S. Department of Justice’s Antitrust Division (DOJ) announced that it is withdrawing three policy statements the DOJ and Federal Trade Commission (FTC) issued between 1993 and 2011, related to...more
2/7/2023
/ Antitrust Provisions ,
Competition ,
Department of Justice (DOJ) ,
Executive Orders ,
Federal Trade Commission (FTC) ,
Healthcare ,
Information Sharing ,
Joe Biden ,
Safe Harbors ,
Sherman Act ,
Third-Party Service Provider
On January 26, 2023, the FTC published a Notice in the Federal Register announcing the latest annual adjustments to the statutory thresholds under the Hart-Scott-Rodino Antitrust Improvements Act of 1976 (15 U.S.C. § 18a)...more
On January 5, 2023, the Federal Trade Commission (FTC) announced a proposed regulation that, if adopted, would essentially abolish employee noncompetes across the United States. A proposed FTC regulation on employee...more
1/9/2023
/ Administrative Procedure Act ,
Biden Administration ,
Employment Contract ,
Executive Orders ,
Federal Trade Commission (FTC) ,
FTC Act ,
Non-Compete Agreements ,
Non-Disclosure Agreement ,
Proposed Regulation ,
Proposed Rules ,
Restrictive Covenants
As part of the Biden Administration’s ongoing efforts to reinvigorate antitrust enforcement and the promotion of competition, on November 10, 2022, the Federal Trade Commission (FTC) released a new “Policy Statement Regarding...more
Earlier this month — July 9, 2022 — marked the one-year anniversary of President Biden’s Executive Order on Promoting Competition in the American Economy (Executive Order). The Executive Order was notable in its breadth and...more
7/27/2022
/ Beverage Manufacturers ,
Biden Administration ,
Competition ,
Department of Justice (DOJ) ,
Enforcement ,
Executive Orders ,
Federal Trade Commission (FTC) ,
Food Manufacturers ,
FRAND ,
FTC Act ,
Healthcare ,
Manufacturers ,
Memorandum of Understanding ,
Mergers ,
NIST ,
NLRB ,
Pharmaceutical Industry ,
ROI ,
USDA ,
USPTO
On January 24, 2022, the Federal Register published an FTC notice announcing the latest annual adjustments to the statutory thresholds under the Hart-Scott-Rodino Antitrust Improvements Act of 1976 (15 U.S.C. § 18a) (HSR)....more
Last week saw two notable competition-related developments from the Federal Trade Commission (FTC). The first relates to the FTC’s approval of eight new compulsory process resolutions in high-priority areas. The second...more
9/27/2021
/ Biden Administration ,
Civil Investigation Demand ,
Common Ownership ,
Department of Justice (DOJ) ,
Enforcement Actions ,
Executive Orders ,
Federal Trade Commission (FTC) ,
FTC Endorsement Guidelines ,
Intellectual Property Protection ,
Monopolization ,
Omnibus Guidance ,
The Clayton Act ,
Vertical Mergers
On Friday, July 9, 2021, President Biden issued a sweeping Executive Order that could have far-reaching implications for businesses across a broad spectrum of industries. The Executive Order takes a government-wide approach...more
7/15/2021
/ Anti-Competitive ,
Antitrust Violations ,
Competition ,
Department of Justice (DOJ) ,
Enforcement Actions ,
Executive Orders ,
Federal Trade Commission (FTC) ,
FTC Act ,
Healthcare ,
Joe Biden ,
Manufacturers ,
Mergers ,
No-Poaching ,
Non-Compete Agreements ,
Pharmaceutical Industry ,
Wage-Fixing
On February 2, 2021, the Federal Register published an FTC notice announcing the latest annual adjustments to the statutory thresholds under the Hart-Scott-Rodino Antitrust Improvements Act of 1976 (15 U.S.C. § 18a) (HSR)....more
The COVID-19 pandemic has had far-reaching effects to date, including economic uncertainty and widespread business interruptions. This environment may raise unique considerations for parties contemplating an M&A transaction....more
10/9/2020
/ Alternative Fee Arrangements ,
Alternative Financing and Procurement (AFP) ,
Business Interruption ,
CARES Act ,
Coronavirus/COVID-19 ,
Data Privacy ,
Department of Justice (DOJ) ,
Due Diligence ,
Families First Coronavirus Response Act (FFCRA) ,
Federal Trade Commission (FTC) ,
Investment Banks ,
IRS ,
Loan to Own ,
Mezzanine Lenders ,
Representations and Warranties Insurance
On June 30, the Federal Trade Commission (FTC) and Department of Justice Antitrust Division (DOJ) released their first jointly issued Vertical Merger Guidelines. These Guidelines replace DOJ’s Non-Horizontal Merger Guidelines...more
Amid the national coronavirus emergency, the antitrust enforcement agencies remain open for business. However, like the rest of these country, these agencies—the Department of Justice (DOJ) and Federal Trade Commission...more
On February 27th, the Federal Trade Commission (FTC) and the Attorney General of the Commonwealth of Pennsylvania (AG) filed a lawsuit in federal court to challenge a proposed merger between two Philadelphia-area healthcare...more
On January 28, 2020, the Federal Register published an FTC notice with the latest annual adjustments to the statutory thresholds under the Hart-Scott-Rodino Antitrust Improvements Act of 1976 (15 U.S.C. § 18a) (HSR). Once the...more
1/30/2020
/ Acquisitions ,
Antitrust Division ,
Federal Trade Commission (FTC) ,
Filing Fees ,
Hart-Scott-Rodino Act ,
Interlocking Directorate ,
Mergers ,
Premerger Notifications ,
Section 8 ,
Size of Persons Test ,
Size of Transaction Test ,
The Clayton Act ,
Threshold Requirements
On January 10, 2020, the Federal Trade Commission (FTC) and Department of Justice Antitrust Division (DOJ) released for public comment draft Vertical Merger Guidelines. Vertical mergers are those that combine companies...more
1/23/2020
/ Acquisitions ,
Antitrust Provisions ,
Comment Period ,
Competition ,
Department of Justice (DOJ) ,
Draft Guidance ,
Federal Trade Commission (FTC) ,
Horizontal Merger Guidelines ,
Merger Controls ,
Mergers ,
Public Comment ,
Regulatory Agenda ,
Rulemaking Process ,
Vertical Mergers
On March 4, 2019, the Federal Register published FTC notices with the latest annual adjustments to the statutory thresholds under both the Hart-Scott-Rodino Antitrust Improvements Act of 1976 (15 U.S.C. § 18a) (HSR) and...more
On January 29, 2018, the FTC published the latest annual adjustments to the statutory thresholds under both the Hart-Scott-Rodino Antitrust Improvements Act of 1976 (15 U.S.C. § 18a) (HSR) and Section 8 of the Clayton Act (15...more
2/1/2018
/ Acquisitions ,
Antitrust Provisions ,
Department of Justice (DOJ) ,
Federal Trade Commission (FTC) ,
Filing Fees ,
Hart-Scott-Rodino Act ,
Interlocking Directorate ,
Mergers ,
Premerger Notifications ,
Reporting Requirements ,
Size of Transaction Test ,
The Clayton Act ,
Threshold Requirements ,
Voting Securities
We expect that this year’s antitrust outlook will continue to carry a degree of uncertainty, whether in the United States, the European Union, or elsewhere. Our next two posts will cover some of the causes of present...more
Our second antitrust outlook-focused post reflects on how we expect 2017 to continue to shape up as a year in which competition policy and enforcement will face increased uncertainty and complexity, specifically with respect...more
On January 26, 2017, the FTC published the latest annual adjustments to the statutory thresholds under both the Hart-Scott-Rodino Antitrust Improvements Act of 1976 (15 U.S.C. § 18a) (HSR) and Section 8 of the Clayton Act (15...more
1/30/2017
/ Acquisitions ,
Federal Trade Commission (FTC) ,
Filing Fees ,
Hart-Scott-Rodino Act ,
Interlocking Directorate ,
Mergers ,
Premerger Notifications ,
Size of Persons Test ,
Size of Transaction Test ,
The Clayton Act ,
Threshold Requirements ,
Voting Securities
For the second time in recent weeks, the Federal Trade Commission (FTC) prevailed in its challenge of a high-profile hospital merger. This time, the appeal stemmed from a June 14, 2016, order by Judge Jorge Alonso of the...more
Many of our readers will recall the decision from Judge John Jones III of the Middle District of Pennsylvania earlier this year, denying the Federal Trade Commission’s (FTC) motion to enjoin 551-bed Penn State Milton S....more
9/30/2016
/ Administrative Proceedings ,
Anticompetitive Behavior ,
Antitrust Investigations ,
Appeals ,
Federal Trade Commission (FTC) ,
Hospital Mergers ,
Hypothetical Monopolist Test ,
Mergers ,
Preliminary Injunctions ,
Remand ,
Reversal
For the second time in just over a month, a federal judge has denied a Federal Trade Commission (FTC) motion to enjoin the merger of two hospital systems, this time the 13-hospital Advocate Health Care and the 4-hospital...more