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Hart-Scott-Rodino Act › Gun-Jumping

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

A&O Shearman

U.S. DOJ Seeks Rare USD3.5 million “Gun Jumping” Penalty For Alleged Pre-Closing Conduct In Violation Of Hart-Scott-Rodino Act

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On August 5, 2024, the United States Department of Justice filed a rare gun jumping civil lawsuit and proposed settlement in the United States District Court for the Southern District of New York against a global sports and...more

Bradley Arant Boult Cummings LLP

Justice Department Imposes $3.5 Million Civil Penalty, Strict Conditions Over Gun-Jumping Allegations

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Earlier this month, the Department of Justice (DOJ) Antitrust Division filed a consent decree fining venue management firm Legends Hospitality $3.5 million over allegations that Legends improperly coordinated with an...more

Baker Botts L.L.P.

DOJ Obtains $3.5 Million Civil Penalty and Appoints Antitrust Compliance Officer to Resolve Gun-Jumping Concerns

Baker Botts L.L.P. on

On August 5, the Department of Justice (DOJ) secured a landmark decision from the U.S. District Court for the District of Columbia in a high-profile monopolization litigation....more

Morrison & Foerster LLP

Don’t Jump the Gun: The US Department of Justice Issues Rare $3.5 Million Civil Penalty for Gun Jumping

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On August 5, 2024, the U.S. Department of Justice (DOJ) filed a proposed settlement with Legends Hospitality Parent Holdings (“Legends”), a global venue services company, in connection with its proposed acquisition of ASM...more

A&O Shearman

U.S. DOJ seeks rare $3.5 million “gun jumping” penalty against Legends Hospitality for pre-closing conduct in connection with its...

A&O Shearman on

On August 5, 2024, the United States Department of Justice (“DOJ”) filed a rare[1] gun jumping[2] civil lawsuit and proposed settlement in the United States District Court for the Southern District of New York against Legends...more

Vinson & Elkins LLP

Gun-Jumping Isn’t the Stuff of Legends: DOJ Fines Hospitality Management Company $3.5 Million for Alleged Unlawful Pre-merger...

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On August 5, 2024, the Department of Justice (“DOJ”) announced that it filed a civil complaint and proposed settlement with Legends Hospitality Parent Holdings LLC (“Legends”) for unlawful pre-merger coordination, commonly...more

Mintz - Antitrust Viewpoints

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

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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

Vinson & Elkins LLP

Antitrust Issues in Renewable Energy - November 2023

Vinson & Elkins LLP on

Participants in the renewable energy industry should be aware of antitrust and competition rules because renewable energy is no longer a nascent field. Europe generated almost 40% of its electricity from renewable sources in...more

McDermott Will & Emery

Heard at the 2023 Spring Meeting: Part 1

McDermott Will & Emery on

The American Bar Association’s Antitrust Law Section recently held its annual Spring Meeting in Washington, DC, featuring updates from federal, state, and international antitrust enforcers and in-depth commentary on leading...more

White & Case LLP

Crackdown on procedural infringements

White & Case LLP on

European Union - In May 2022, the GC upheld the EC's €28 million fine imposed on Canon for gun jumping in the context of a so-called warehousing structure. Interestingly, the GC ruled that the standstill obligation does...more

Polsinelli

Antitrust Enforcers Target Securities Transactions for Violating the HSR ACT

Polsinelli on

U.S. antitrust enforcers continue to seek stiff penalties from companies that commit “gun jumping” by closing certain securities transactions without reporting them to the Federal Trade Commission (FTC) and United States...more

Jones Day

Transaction "Designed" to Evade Merger Control Leads to U.S. and EU Penalties

Jones Day on

The Development: Antitrust authorities in the United States and European Union have assessed penalties and fines against Canon, and in the United States, Toshiba, for structuring a transaction to avoid premerger notification...more

Wilson Sonsini Goodrich & Rosati

Another Shot Across the Bows: EC Levies $32 Million Gun-Jumping Fine on Canon

Wilson Sonsini Goodrich & Rosati on

As the time taken to secure merger control clearances for global transactions lengthens, the parties and their advisers may be tempted to explore alternative deal structures that might allow a transaction to close sooner than...more

Wilson Sonsini Goodrich & Rosati

Threading the Needle—Avoiding Antitrust Violations During the M&A Pre-Closing Period

Wilson Sonsini Goodrich & Rosati on

Merging parties need to share information and cooperate while negotiating a merger, conducting due diligence, and navigating integration processes. These needs, however, often dovetail with antitrust laws—specifically, the...more

Jones Day

FTC Warns Parties on Information Exchanges During M&A Due Diligence

Jones Day on

The Situation: The Federal Trade Commission ("FTC") recently published a blog post reminding merging parties to avoid creating antitrust liability through the exchange of competitively sensitive information during merger...more

K&L Gates LLP

FTC Offers Advice on Avoiding Violations in Pre-Merger Negotiations and Due Diligence

K&L Gates LLP on

The Federal Trade Commission (“FTC”) recently published advice to businesses on avoiding violating the antitrust laws during merger negotiations and due diligence. Businesses engaging in mergers, acquisitions, and joint...more

White and Williams LLP

FTC Issues Updated Guidance for Avoiding Antitrust Liability for “Gun Jumping” During M&A Negotiation and Due Diligence

White and Williams LLP on

On March 20, 2018, the U.S. Federal Trade Commission (FTC) issued updated guidance regarding compliance with antitrust laws for companies considering acquisitions, mergers, or joint ventures. While the FTC recognizes that...more

A&O Shearman

Gun-jumping and Procedural Compliance

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The EU and U.S. competition authorities have been and remain active in enforcing gun-jumping cases, while in recent years other competition authorities across the world, including in China, have also become increasingly...more

A&O Shearman

FTC Warning: Don’t Overshare in Pending Deals

A&O Shearman on

The Federal Trade Commission (FTC) has recently re-emphasized the potential risks of antitrust violations stemming from the exchange of competitively sensitive information during pre-merger negotiations and due diligence....more

Perkins Coie

FTC Cautions On M&A Antitrust Risks in Pre-merger Information Exchanges

Perkins Coie on

The Federal Trade Commission, through its blog, last week cautioned against the pre-closing exchange of competitively sensitive information—especially current (and future) prices, strategic plans and costs. While...more

Epstein Becker & Green

How to Avoid “Gun Jumping” in Corporate Transactions

Epstein Becker & Green on

Until closing, parties to a merger, acquisition, or similar transaction must remain independent competitors. Failure to do so is known as “gun jumping” and can be a simultaneous violation of the Hart-Scott-Rodino Antitrust...more

Polsinelli

Avoiding the “Gun Jumping” Trap in Mergers and Acquisitions

Polsinelli on

From the moment a merger agreement is signed, the parties are often eager to begin the process of integrating and consolidating their operations. But doing too much coordination before closing could constitute “gun...more

King & Spalding

DOJ Challenges Illegal Antitrust “Gun Jumping” In Energy Transaction

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The Department of Justice Antitrust Division recently brought a civil antitrust lawsuit against Duke Energy Corporation, alleging that the electric power generator engaged in illegal “gun jumping” by obtaining beneficial...more

Hogan Lovells

Antitrust, Competition and Economic Regulation Quarterly Newsletter - Winter 2017

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FTC takes another look at merger remedies - On 3 February 2017, the U.S. Federal Trade Commission (“FTC”) released its Merger Remedies Study, which analyzed the success of merger remedies imposed by the FTC from 2006 to...more

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