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Hart-Scott-Rodino Act Investment Funds

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 -
Vinson & Elkins LLP

The HSR Act Applies to People Too: Individual Investors and Filing Obligations

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In late December 2021, the U.S. Federal Trade Commission (“FTC”) settled charges in two separate matters for failure-to-file violations of the Hart-Scott-Rodino Antitrust Improvements Act of 1976, 15 U.S.C. § 18a (“HSR Act”)....more

TransPerfect Legal

The Effects of the 2020 Election on Antitrust Merger Clearance

TransPerfect Legal on

On October 20, 2020, TransPerfect Legal Solutions (TLS) hosted an inaugural conference on recent developments in antitrust clearance and merger enforcement proceedings. This article is the first of a three-part series...more

Sheppard Mullin Richter & Hampton LLP

Tell Me More – Antitrust Agencies to Demand More Information from Investment Funds

The Federal Trade Commission (“FTC”) recently issued a notice of proposed rulemaking to amend the premerger notification rules (the “Rules”) that implement the Hart-Scott-Rodino Antitrust Improvements Act of 1976 (the “HSR...more

Cooley LLP

Alert: Investment Funds Beware: Proposed HSR Amendments Would Increase Reporting Obligations

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The US Federal Trade Commission and Department of Justice announced proposed changes to the rules governing Hart-Scott-Rodino (HSR) filings that, if implemented, would significantly increase the number of transactions that...more

Lowenstein Sandler LLP

FTC Proposes New HSR Rules Exempting Certain Under-10% Investments And Aggregating Within Fund Families

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The Federal Trade Commission, by a 3-2 vote along party lines, has proposed for public comment two major changes to its Hart-Scott-Rodino (HSR) Act premerger notification rules. These changes would exempt from HSR filing some...more

Hogan Lovells

FTC rocks the HSR boat: Proposed rules will increase HSR filings for investment funds and others

Hogan Lovells on

On 21 September 2020, the Federal Trade Commission (FTC) announced for comment sweeping changes to the Hart-Scott-Rodino (HSR) Act rules. First, the FTC proposed changing the definition of "person" to include HSR associates....more

King & Spalding

Proposed HSR Rule Changes to Increase Investment Fund Reporting, Exempt Minority Acquisitions by Activist Investors

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On Monday, September 21, 2020, the Federal Trade Commission, with the support of the Department of Justice’s Antitrust Division, proposed changes to the rules governing merger notification under the Hart-Scott-Rodino Act of...more

K&L Gates LLP

Proposed Amendments to Hart-Scott-Rodino Act Regulations May Affect Domestic Managers of Foreign Investment Funds

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The Federal Trade Commission (FTC) has proposed amending its regulations used to determine whether a person is designated as a domestic or foreign entity under the Hart-Scott-Rodino Antitrust Improvements Act (HSR Act) to...more

Cadwalader, Wickersham & Taft LLP

Further Guidance on the HSR Act Investment-Only Exemption for Seemingly “Passive” Investors Engaging with Management

Investors considering engaging with management should take note of a recent informal interpretation received from the FTC’s Premerger Notification Office (PNO) advising that certain seemingly “passive” behavior is...more

Bracewell LLP

Investment Firm to Pay Record $11 Million Fine for Violation of HSR Act

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On July 12, 2016, the Department of Justice (“DOJ”) announced that investment firm ValueAct Capital (“ValueAct”) agreed to pay a record $11 million fine to settle charges that it and its affiliates violated the reporting and...more

Mintz

Activist Investor to Pay Record Fine for Violating HSR Reporting Requirements

Mintz on

The Department of Justice (“DOJ”) announced this week that an activist investment manager has agreed to pay a record $11 million to settle allegations that it violated the requirements of the Hart-Scott-Rodino Antitrust...more

Locke Lord LLP

The HSR Act’s “Investment” Exemption – Strategic Considerations in Light of Recent Enforcement

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On April 4, 2016 the Department of Justice (DOJ) sued ValueAct Capital (ValueAct), an “activist” investment fund, for violation of the Hart-Scott-Rodino Antitrust Improvements Act of 1976 (the HSR Act), seeking civil...more

Wilson Sonsini Goodrich & Rosati

Federal Trade Commission Brings Complaint Against Firm for Relying on HSR Act "Investment-Only" Exemption

August 31, 2015 On August 24, 2015, the Federal Trade Commission (FTC) announced that it has reached an agreement with Third Point LLC and three affiliated investment funds (collectively "Third Point") to settle allegations...more

Goodwin

Latest H-S-R Act Enforcement Is a Cautionary Tale for Minority Investors

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Generally speaking, stock purchases which will cause an investor to hold more than $76.3 million of the target’s voting securities may require a pre-closing notification under the Hart-Scott-Rodino (“H-S-R”) Act. But there...more

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