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Hart-Scott-Rodino Act › Corporate Counsel

The Hart-Scott Rodino Antitrust Improvements Act is a United States federal statute enacted in 1976 establishing the federal premerger notification program. Under the Act, parties contemplating mergers or... more +
The Hart-Scott Rodino Antitrust Improvements Act is a United States federal statute enacted in 1976 establishing the federal premerger notification program. Under the Act, parties contemplating mergers or acquisitions must notify the Department of Justice and the Federal Trade Commission prior to completing the transaction. Once notified, the DOJ and FTC investigate and make a determination as to whether the proposed transaction will adversely impact U.S. commerce and competition within the market. less -
Cooley LLP

DOJ Hits Venue Services Group With $3.5 Million HSR Gun-Jumping Penalty

Cooley LLP on

The US Department of Justice (DOJ) filed a complaint and proposed consent decree alleging that Legends Hospitality Parent Holdings prematurely acquired beneficial ownership – often referred to as “gun jumping” – in connection...more

McDermott Will & Emery

States Want in on the Merger Review Fun

McDermott Will & Emery on

While they have long taken a back seat to federal merger reviews, US states are becoming increasingly involved in merger reviews, including potentially requiring premerger notifications on a broad scale. On July 24, 2024, the...more

Mintz - Antitrust Viewpoints

Sporting Events Business Faces $3.5 Million in Antitrust Gun Jumping Penalties

Mintz - Antitrust Viewpoints on

This week, the Antitrust Division of the U.S. Department of Justice (DOJ) reached one of its largest “gun jumping” settlements following allegations that sporting and entertainment events company, Legends Hospitality,...more

Wilson Sonsini Goodrich & Rosati

The Next Chapter in the Serial: U.S. Antitrust Agencies Heighten Focus on Roll-Up Strategies

Wilson Sonsini Goodrich & Rosati on

Serial acquisitions and roll-up strategies are facing intense scrutiny as the Federal Trade Commission (FTC) and the U.S. Department of Justice’s (DOJ) Antitrust Division request public comment on how these types of...more

Skadden, Arps, Slate, Meagher & Flom LLP

As US Antitrust Agencies Double Down on Merger Enforcement Approach, New Deal Strategies Emerge

Skadden, Arps, Slate, Meagher & Flom LLP on

Key Points - - New draft merger guidelines reflect the aggressive approach that has defined merger enforcement in the Biden administration, including novel theories of harm. - Proposed changes to HSR notification will make...more

Cadwalader, Wickersham & Taft LLP

Antitrust Enforcement Mid-Year 2023 Review

Cadwalader, Wickersham & Taft LLP on

The year 2023 is proving to be a milestone year for antitrust enforcement.  Less so for novel cases and investigations and more so for the generational changes being proposed by the enforcement authorities for merger...more

Locke Lord LLP

HSR Act Update – Dramatic Proposed ‎Changes to ‎HSR Filing Preparation and Review Process Will ‎Impact Deal Timing and Expense

Locke Lord LLP on

On June 27, 2023, the Federal Trade Commission (“FTC”), with the collaboration and concurrence of the Department of Justice’s Antitrust Division, issued a Notice of Proposed Rulemaking proposing dramatic amendments to the...more

King & Spalding

2023 M&A Outlook: Recapping Key Takeaways from Dealmaking in 2022 and Navigating New Challenges

King & Spalding on

Coming off record-setting levels in 2021, M&A deal activity cooled in the second half of 2022. A multitude of factors – including soaring inflation, steadily rising interest rates and the higher cost of financing,...more

A&O Shearman

U.S. Antitrust Changes Signed Into Law

A&O Shearman on

The Consolidated Appropriations Act of 2023 includes significant changes affecting large M&A transactions and deals involving certain foreign entities. The Act would also give state attorneys general additional control over...more

White & Case LLP

U.S. Merger Filing Fees to Increase Dramatically for Large Deals

White & Case LLP on

Filing fees under the Hart-Scott-Rodino (HSR) Act have not been altered for 20 years, but that is about to change, and dramatically in 2023. President Biden is expected to sign into law the Consolidated Appropriations Act,...more

Fenwick & West LLP

Tech Companies Bear the Brunt of DOJ Push on Interlocking Directorates

Fenwick & West LLP on

The United States Department of Justice (DOJ) announced last week that directors at several technology companies have resigned as a consequence of the agency’s renewed focus on overlapping board membership between...more

Wilson Sonsini Goodrich & Rosati

DOJ Launches Enforcement Initiative Against “Interlocking Directorates”

Wilson Sonsini Goodrich & Rosati on

In what appears to be a significant expansion of its antitrust enforcement efforts, the U.S. Department of Justice (DOJ) issued letters to multiple public companies, investors, and individuals this week, stating it may bring...more

McDermott Will & Emery

DOJ to Merging Parties: The Time of “Underenforcement” is Over; Fix-It-First or Risk Being Challenged

McDermott Will & Emery on

WHAT HAPPENED - During a conference last week, Ryan Danks, Director of Civil Enforcement at the US Department of Justice’s Antitrust Division (DOJ), suggested that merging parties—not the antitrust enforcement...more

Mintz - Antitrust Viewpoints

In Divided 3-2 Vote, Federal Trade Commission Authorizes Three Omnibus Compulsory Process Resolutions

Mintz - Antitrust Viewpoints on

On August 26, 2022, the Federal Trade Commission (FTC) voted 3-2 to authorize two new omnibus resolutions permitting compulsory process and to revise a third, which was approved last year. These resolutions allow FTC staff to...more

McDermott Will & Emery

Kanter Signals DOJ to Follow FTC Lockstep, Calls for Substantial Change to Competition Enforcement Approach

McDermott Will & Emery on

In remarks delivered on January 18, 2022, and January 24, 2022, Jonathan Kanter, the Assistant Attorney General (AAG) for the US Department of Justice (DOJ) Antitrust Division, laid out the areas where he perceives...more

Vinson & Elkins LLP

DOJ Signals a Major Shift to its Antitrust Merger Review and Remedies Practice

Vinson & Elkins LLP on

The Department of Justice (“DOJ”) recently signaled a possible shift in its antitrust merger review and remedies practice, moving away from a willingness to allow transactions to proceed through a divesture process....more

Wilson Sonsini Goodrich & Rosati

FTC Releases Revised HSR Act Jurisdictional Thresholds for 2022

Wilson Sonsini Goodrich & Rosati on

On January 21, 2022, the Federal Trade Commission (FTC) released the revised Hart-Scott-Rodino (HSR) Act jurisdictional thresholds for 2022. The FTC is required by law to revise the HSR Act monetary jurisdictional thresholds...more

Mintz - Antitrust Viewpoints

FTC Issues Fines Totaling Nearly $2 Million For Failures To File HSR Notifications

Mintz - Antitrust Viewpoints on

The Federal Trade Commission is closing out the year with vigorous enforcement of the Hart Scott Rodino Antitrust Improvements Act of 1976 (“HSR Act”) by imposing fines totaling nearly $2 million. On December 22, 2021, the...more

Fenwick & West LLP

The Restoration & Return of Prior Approval Provisions in FTC Merger Orders

Fenwick & West LLP on

Earlier this week, the Federal Trade Commission officially reinstated the practice of including “prior approval” requirements in consent orders settling merger investigation cases by the Commission (the 2021 Statement), the...more

K&L Gates LLP

FTC Increases Risk For Acquirers By Extending Time For Review Beyond the Hart-Scott Waiting Period

K&L Gates LLP on

Citing a shortage of resources to respond to a “tidal wave of merger filings,” the Federal Trade Commission (FTC) has begun sending letters (Warning Letters) to the parties to many mergers and acquisitions that it has not...more

A&O Shearman

Antitrust in focus September 2021

A&O Shearman on

This newsletter is a summary of the antitrust developments we think are most interesting to your business. Marinus Winters, Counsel based in Amsterdam, is our editor this month. He has selected...more

Seyfarth Shaw LLP

“Tidal Wave” of Merger Filings Prompts FTC To Send Pre-Consummation Warning Letters

Seyfarth Shaw LLP on

On February 4, 2021, the Federal Trade Commission (FTC) and U.S. Department of Justice (DOJ) announced that the agencies would temporarily suspend the practice of granting early termination of the 30 day waiting period in...more

McDermott Will & Emery

FTC “Prior Approval” Policy for Future Transactions Raises Antitrust Risks for Buyers and Sellers

McDermott Will & Emery on

The US Federal Trade Commission (FTC) voted July 21, 2021, to repeal a 1995 policy statement that eliminated prior approval and prior notice provisions from most merger settlements. In repealing this longstanding policy—and...more

Association of Certified E-Discovery...

[Webinar] Key Considerations for HSR Second Request Productions: Corporate, Law Firm, and Service Provider Perspectives - March...

Association of Certified E-Discovery... on

Responding to a second request requires close and continuous cooperation between counsel, client, and production vendors throughout the eDiscovery lifecycle. Each progressive step demands meticulous attention and...more

Wilson Sonsini Goodrich & Rosati

2020 Antitrust Year in Review

Wilson Sonsini Goodrich & Rosati on

Wilson Sonsini Goodrich & Rosati is pleased to present its 2020 Antitrust Year in Review, which provides a summary of the most significant antitrust matters and developments of the past year. The report examines the final...more

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