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Acquisitions Department of Justice (DOJ) Reporting Requirements

A&O Shearman

National Security Division Announces New Self-Disclosure Policy in M&A Transactions

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The National Security Division (NSD) of the Department of Justice announced a new self-disclosure policy on March 7, 2024 (M&A Policy) that impacts corporations, private equity firms, and venture capital firms and their...more

Jenner & Block

Client Alert: FTC Announces 2024 HSR Thresholds

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The annual revisions to the Hart-Scott-Rodino (HSR) Act reporting thresholds have arrived. The new thresholds for notification will apply to all transactions that close on or after the effective date of the notice, which is...more

DarrowEverett LLP

How DOJ's Safe Harbor Policy Rewards Honesty Within M&A Deals

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Be you a merger and acquisition attorney, corporate compliance officer, or counsel to an acquiring entity or target entity, you should review the Department of Justice’s new Merger and Acquisition Safe Harbor Policy...more

Bass, Berry & Sims PLC

2024 Healthcare Private Equity Outlook & Trends

W ith various headwinds resulting in down volume in 2023, buyers and sellers alike find themselves asking whether 2024 will see a rebound in deal activity. As we begin 2024, we have highlighted the issues and trends that...more

Sheppard Mullin Richter & Hampton LLP

DOJ Announces Mergers & Acquisitions Safe Harbor Policy

The Department of Justice (DOJ) announced last week the advent of a new safe harbor for companies that discover wrongdoing by the acquired business in the course of an M&A transaction. Buyers hoping to take advantage of this...more

Proskauer Rose LLP

Question of the Week: What do companies need to know if the Federal Trade Commission's proposed merger review changes are...

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“Merger review is about to get thornier. While the FTC and DOJ have been tightening the merger review process incrementally over the course of the Biden administration, the newly proposed HSR rule changes represent a...more

Proskauer Rose LLP

M&A Deals Face Additional Scrutiny under the FTC's New HSR Reporting Rules

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On June 29, 2023, the Federal Trade Commission published a Notice of Proposed Rulemaking that would dramatically expand HSR reporting requirements. The historic changes fundamentally alter the HSR reporting landscape,...more

Perkins Coie

FTC Announces 2022 Changes to HSR and Clayton Act Thresholds

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The Federal Trade Commission (FTC) recently announced that the reporting thresholds under Section 7A of the Clayton Act, known as the Hart-Scott-Rodino (HSR) Antitrust Improvements Act of 1976 (the Act), will be increased....more

Akin Gump Strauss Hauer & Feld LLP

Bureau of Competition Rescinds Treatment of Debt as Consideration under the Hart-Scott-Rodino Antitrust Improvements Act

Key Takeaways - Prior informal interpretations from the Premerger Notification Office have permitted companies to exclude debt paid off at closing from the calculation of the statutory size of transaction test, under...more

Perkins Coie

FTC Announces 2021 Changes to HSR and Clayton Act Thresholds, Temporarily Suspends Early Termination

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The U.S. Federal Trade Commission (FTC) recently announced reporting thresholds under Section 7A of the Clayton Act, known as the Hart-Scott-Rodino (HSR) Antitrust Improvements Act of 1976 (the Act), will decrease. The Act...more

Skadden, Arps, Slate, Meagher & Flom LLP

FTC and DOJ Enforcement Actions Highlight Scrutiny of Divestiture Orders Compliance

Recent enforcement actions by the Federal Trade Commission (FTC or Commission) and the Department of Justice (DOJ) demonstrate the agencies’ continued close scrutiny of merging parties’ compliance with divestiture orders....more

Skadden, Arps, Slate, Meagher & Flom LLP

Skadden's 2020 Insights

Despite political and economic uncertainties, markets and deal activity were resilient in 2019, and strong fundamentals remain in place heading into 2020. Companies continue to face a challenging litigation and enforcement...more

Locke Lord LLP

HSR Reporting Requirements: They Can Apply to Conversions of Voting Securities, Too

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Most corporate lawyers and investment professionals are probably familiar with the reporting requirements that apply to large corporate mergers and acquisitions. Under the Hart-Scott-Rodino Antitrust Improvements Act of 1976...more

McDermott Will & Emery

Antitrust Enforcement Update: Spotlight on Physician Transactions

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At both the state and federal level, antitrust enforcement agencies continue to pursue successful challenges to physician practice transactions. This article summarizes two recent enforcement actions, as well as a new state...more

Womble Bond Dickinson

FTC Announces Revised HSR Thresholds for 2019

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The Hart-Scott-Rodino Antitrust Improvements Act of 1976 (“HSR Act”) requires that parties to significant mergers, acquisitions, or other transactions notify the Federal Trade Commission (“FTC”) and the Department of Justice...more

Perkins Coie

M&A Corporate Buyer Beware: More Antitrust Challenges to Closed Deals

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Despite widespread skepticism that antitrust enforcement would be a Trump administration priority, activity has not lessened. In fact, there has been a substantial increase in challenges to mergers and acquisitions that...more

Jones Day

All Merger Side Letters Must Be Included in HSR Filings

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The Situation: Previously, neither the Federal Trade Commission nor the Department of Justice has provided clear guidance on whether side letters must be submitted with filings associated with the Hart–Scott–Rodino Antitrust...more

Foley & Lardner LLP

Hart-Scott-Rodino and Interlocking Directorates Thresholds Rise for 2018

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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

Bracewell LLP

HSR Notification Thresholds Increase for 2018

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The Federal Trade Commission (“FTC”) has announced the annual revisions to the Hart-Scott-Rodino Antitrust Improvements Act (“HSR Act”) thresholds, which will become effective on February 28, 2018. The revised thresholds will...more

Bass, Berry & Sims PLC

FTC Announces Revised, Other HSR Thresholds for 2018

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The Hart-Scott-Rodino (HSR) Act requires parties to transactions that meet certain thresholds to notify the Department of Justice (DOJ) and Federal Trade Commission (FTC) and observe a waiting period prior to closing, unless...more

Pillsbury Winthrop Shaw Pittman LLP

HSR Thresholds Will Increase for 2018 Transactions

Size-of-Transaction Threshold Will Increase to $84.4 Million - On February 28, 2018, revised thresholds for the Hart-Scott-Rodino Act (HSR) will take effect. The thresholds determine whether parties involved in proposed...more

Perkins Coie

FTC Increases HSR and Clayton Act Thresholds

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The Federal Trade Commission (FTC) last week announced that the reporting thresholds under Section 7A of the Clayton Act, known as the Hart-Scott-Rodino (HSR) Antitrust Improvements Act of 1976 (the Act), will be increased....more

Jones Day

Antitrust Alert: Merger Notification Thresholds Increase in 2018

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The 2018 adjustments to the Hart-Scott-Rodino ("HSR") Act thresholds take effect February 28, 2018, and will remain in effect through January 2019. The thresholds, which are used to determine when a transaction triggers...more

Proskauer Rose LLP

FTC Announces 2018 Thresholds Under HSR Act and Clayton Act

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Primary HSR filing threshold will be raised to $84.4 million - The Federal Trade Commission has announced revisions to HSR Act and Clayton Act Section 8 thresholds, which are indexed annually to account for inflation. As...more

Mintz

HSR Jurisdictional Thresholds Increased in Annual Adjustment

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The Federal Trade Commission (FTC) announced on January 26, 2018, increased jurisdictional thresholds for premerger notification filings under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended (the HSR...more

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