News & Analysis as of

Hart-Scott-Rodino Act › Voting Securities

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 -
Alston & Bird

FTC Increases Hart–Scott–Rodino Act Thresholds and Filing Fees for 2024

Alston & Bird on

Our Antitrust and Mergers & Acquisitions Groups analyze this year’s Hart–Scott–Rodino Act adjustments and the Federal Trade Commission’s plans for a potential government shutdown....more

HaystackID

A Hart-Scott-Rodino Act Transaction Update (July FY 2023)

HaystackID on

Editor’s Note: The Hart Scott Rodino Act (HSR Act) is a federal law that requires companies planning to merge or acquire certain assets or voting securities to notify the Federal Trade Commission (FTC) and the Department of...more

HaystackID

A Positive Trend? A Hart-Scott-Rodino Act Transaction Update (June FY 2023)

HaystackID on

Editor’s Note: The Hart Scott Rodino Act (HSR Act) is a federal law that requires companies planning to merge or acquire certain assets or voting securities to notify the Federal Trade Commission (FTC) and the Department of...more

HaystackID

Will April Showers Bring May Flowers? A Hart-Scott-Rodino Act Transaction Update (April FY 2023)

HaystackID on

Editor’s Note: The Hart Scott Rodino Act (HSR Act) is a federal law that requires companies planning to merge or acquire certain assets or voting securities to notify the Federal Trade Commission (FTC) and the Department of...more

Foley & Lardner LLP

Hart-Scott-Rodino Reporting Thresholds and Filing Fee Structure to Change Significantly

Foley & Lardner LLP on

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

Morrison & Foerster LLP

FTC Announces New Increased HSR Filing Thresholds for 2022

Morrison & Foerster LLP on

On January 24, 2022, the Federal Trade Commission (FTC) published new, higher notification thresholds under the Hart-Scott-Rodino Antitrust Improvements Act of 1976 (the “HSR Act”). The HSR Act requires the FTC to adjust the...more

Husch Blackwell LLP

FTC Increases 2022 Hart-Scott-Rodino Filing Thresholds

Husch Blackwell LLP on

The Federal Trade Commission (FTC) recently announced an increase as part of its annual adjustment to the monetary thresholds that apply to mergers and acquisitions per the Hart-Scott-Rodino Antitrust Improvements Act of...more

Vinson & Elkins LLP

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

Vinson & Elkins LLP on

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

Proskauer Rose LLP

FTC Rings in the New Year with HSR Enforcement and Penalties Front and Center for Investors

Proskauer Rose LLP on

The FTC has announced penalties in two separate enforcement actions totaling almost $2 million for alleged violations of the HSR Act. The matters: U.S. v. Clarence L. Werner c/o Werner Enterprises, Inc.; and U.S. v. Biglari...more

Dechert LLP

Significant fines imposed in HSR failure to file actions

Dechert LLP on

On December 22, 2021, the Federal Trade Commission (FTC) and Antitrust Division of the Department of Justice (DOJ) announced that they had entered into settlements with Clarence L. Werner and Biglari Holdings Inc. (Biglari)...more

Dorsey & Whitney LLP

New FTC Position on Debt and HSR Valuation

Dorsey & Whitney LLP on

On August 26, the Federal Trade Commission announced a new position on an important factor in determining whether a transaction must be reported under the Hart-Scott-Rodino Act: whether debt repayment at closing counts in...more

Foley & Lardner LLP

Hart-Scott-Rodino Reporting Thresholds Adjust Downward for Just Second Time Ever

Foley & Lardner LLP on

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

Pillsbury Winthrop Shaw Pittman LLP

HSR Thresholds Will Decrease for 2021 Transactions

Pillsbury Winthrop Shaw Pittman LLP on

Size-of-transaction threshold under Hart-Scott-Rodino Act will decrease to $92 million; the first threshold decrease since 2010. As a result of the decrease in the U.S. Gross National Product for 2020 due to the COVID-19...more

Skadden, Arps, Slate, Meagher & Flom LLP

FTC and DOJ Propose ‘Modernizing Merger Filing’ Rules

Skadden, Arps, Slate, Meagher & Flom LLP on

On Monday, September 21, 2020, the Federal Trade Commission (FTC) and Department of Justice (DOJ) jointly released two proposed rule changes to the Hart-Scott-Rodino (HSR) premerger filing requirements for acquiring parties....more

Morgan Lewis

US Antitrust Laws: Investment Guidance for Deals, Dealmakers Amid Economy’s Inevitable Rebound

Morgan Lewis on

US antitrust laws already on the books facilitate rapid investment without government delay: important practical tools and rules for dealmakers and their counsel in the wake of the coronavirus (COVID-19) pandemic and the...more

Foley & Lardner LLP

HR and HSR: Insider Purchases and Executive Compensation Can Require Antitrust Reporting

Foley & Lardner LLP on

Quick: Does your company have any insiders who either now or in the future may own $90 million or more in company stock?  The CEO?  The founder?  A member of the board?  If so, then now is the time for a crash course in the...more

Locke Lord LLP

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

Locke Lord LLP on

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

Proskauer Rose LLP

Merger Woes for Hedge Fund as Obscure HSR Rule Spells Trouble and $600K Penalty

Proskauer Rose LLP on

According to a complaint filed by the Department of Justice, several funds affiliated with Third Point Management failed to file and observe the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976...more

Hogan Lovells

Third Point to pay monetary penalty to settle allegations of HSR Act violations

Hogan Lovells on

On 28 August 2019 investment advisor Third Point LLC (Third Point) and three funds under its control – Third Point Partners Qualified L.P., Third Point Ultra, Ltd., and Third Point Offshore Fund Ltd. (collectively, the Third...more

Stinson - Corporate & Securities Law Blog

Activist Investor to Pay $609,810 to Settle HSR Violations

Stinson - Corporate & Securities Law Blog on

Activist investor Third Point LLC and three funds that it controls have agreed to settle Federal Trade Commission charges that the funds violated the premerger notification and waiting period requirements of the...more

Fenwick & West LLP

FTC: New HSR Thresholds for 2019

Fenwick & West LLP on

The annual adjustment of the dollar thresholds for pre-acquisition filings under the Hart-Scott-Rodino Act will take effect late March. All transactions closing on or after the effective date will be governed by the new...more

Cadwalader, Wickersham & Taft LLP

FTC Calls “Foul” on Dolan for HSR Violation - No Free-Throw Allowed for Failure to File on Executive Equity Compensation

Cadwalader, Wickersham & Taft LLP on

James L. Dolan, owner of New York’s Knicks and Rangers and Executive Chairman of Madison Square Garden Company (“MSG”), has agreed to pay $609,810 in civil penalties to settle Federal Trade Commission (“FTC”) allegations that...more

Bracewell LLP

FTC Warns That Money Doesn't Have to Change Hands to Trigger HSR Filing

Bracewell LLP on

In a recent blog posting, the Federal Trade Commission (FTC) issued an important reminder that companies and individuals may have reportable transactions under the Hart-Scott Rodino (HSR) Act even if no payment exchanges...more

Mintz

Not Just Mergers – FTC Highlights Commonly Missed HSR Reportable Transactions

Mintz on

The Premerger Notification Office (the “PNO”) of the Federal Trade Commission (the “FTC”) recently issued a reminder about often overlooked “transactions” that may require notification under the Hart-Scott-Rodino Antitrust...more

Jones Day

All Merger Side Letters Must Be Included in HSR Filings

Jones Day on

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

43 Results
 / 
View per page
Page: of 2
Next »

"My best business intelligence, in one easy email…"

Your first step to building a free, personalized, morning email brief covering pertinent authors and topics on JD Supra:
Sign up Log in
*By using the service, you signify your acceptance of JD Supra's Privacy Policy.
- hide
- hide