Key Points -
The HSR Act requires parties that meet certain transaction size and other tests to file premerger notification forms for mergers and other transactions with both the Federal Trade Commission (FTC) and...more
On July 19, 2023, the Federal Trade Commission (FTC) and the Antitrust Division of the Department of Justice (DOJ) (collectively, the “Agencies”) issued a draft update of the Merger Guidelines (hereinafter, the “Proposed...more
For the first time in nearly 45 years, the Federal Trade Commission (FTC), with support from the Antitrust Division of the Department of Justice (DOJ) (collectively, the “Agencies”), proposed a complete redesign of the...more
Key Points -
The HSR Act requires parties that meet certain transaction size and other tests to file premerger notification forms for mergers and other transactions with both the Federal Trade Commission and Department of...more
1/25/2023
/ Acquisitions ,
Antitrust Division ,
Antitrust Provisions ,
Department of Justice (DOJ) ,
Federal Trade Commission (FTC) ,
Filing Fees ,
Hart-Scott-Rodino Act ,
Interlocking Directorate ,
Mergers ,
Pre-Merger Filing Requirements ,
Premerger Notifications ,
Section 8 ,
Size of Persons Test ,
Size of Transaction Test ,
The Clayton Act ,
Threshold Requirements
Key Points -
On December 29, 2022, President Biden signed the Fee Modernization Act into law as part of the $1.7 trillion omnibus government spending bill.
The Fee Modernization Act substantially increases HSR filing...more
Key Points -
Seven directors have resigned from the boards of five companies in response to U.S. DOJ concerns that their positions potentially violated Section 8 of the Clayton Act, 15 U.S.C. § 19, which prohibits a...more
On Monday, October 25, the Federal Trade Commission (FTC or “Commission”) issued a policy statement announcing that the Commission will require all parties that enter into a merger consent agreement to agree that the parties...more
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
On Friday, July 9, 2021, President Biden issued Executive Order (EO) 14036, “Promoting Competition in the American Economy” (see recent alert here). The EO includes 72 initiatives by more than a dozen federal agencies in an...more
Key Points -
On Friday, July 9, 2021, President Biden issued EO 14036, “Promoting Competition in the American Economy.” The EO includes 72 initiatives by more than a dozen federal agencies in an aim to address competition...more
On Friday, June 11, lawmakers on the House Judiciary Committee, led by Antitrust Subcommittee Chair David Cicilline (D-RI) and Ranking Member Ken Buck (R-CO), unveiled their bipartisan legislative agenda to hold Big Tech...more
On Thursday, February 4, Senator Amy Klobuchar (D-MN), Chair of the Senate Judiciary Committee’s Subcommittee on Antitrust, Competition Policy and Consumer Rights, announced the introduction of a sweeping antitrust reform...more
Key Points Federal Trade Commission (FTC) and Department of Justice Antitrust Division (DOJ) have temporarily suspended discretionary grants of early termination of the waiting period under the Hart-Scott-Rodino (HSR)...more
2/5/2021
/ Acquisitions ,
Antitrust Provisions ,
Department of Justice (DOJ) ,
Federal Trade Commission (FTC) ,
Filing Fees ,
Hart-Scott-Rodino Act ,
Interlocking Directorate ,
Mergers ,
Pre-Merger Filing Requirements ,
Premerger Notifications ,
Size of Persons Test ,
Size of Transaction Test ,
The Clayton Act ,
Threshold Requirements
Key Points
- The Hart-Scott-Rodino (HSR) Antitrust Improvements Act of 1976 requires parties that meet certain transaction size and other tests to file premerger notification forms with both the Federal Trade Commission...more
2/3/2021
/ Acquisitions ,
Antitrust Division ,
Antitrust Provisions ,
Department of Justice (DOJ) ,
Federal Trade Commission (FTC) ,
Hart-Scott-Rodino Act ,
Mergers ,
Premerger Notifications ,
Size of Persons Test ,
Size of Transaction Test ,
Threshold Requirements
- As of March 17, 2020, the FTC and DOJ will accept only electronic submissions of HSR notifications (no filings accepted March 16, 2020).
- Early termination of the HSR waiting period will not be granted for any HSR filing...more
- The Hart-Scott-Rodino Antitrust Improvements Act of 1976 requires parties that meet certain transaction size and other tests to file premerger notification forms with both the Federal Trade Commission and Department of...more
1/28/2020
/ Acquisitions ,
Antitrust Division ,
Department of Justice (DOJ) ,
Federal Trade Commission (FTC) ,
Filing Fees ,
Hart-Scott-Rodino Act ,
Mergers ,
Premerger Notifications ,
Size of Persons Test ,
Size of Transaction Test ,
Threshold Requirements
• The Department of Justice (DOJ) will now evaluate corporate compliance programs as a factor in determining whether to bring criminal antitrust charges.
• New guidance also clarifies how compliance programs factor into...more
• The DOJ recently highlighted the benefits of robust corporate compliance programs and its interest in incentivizing such programs as the common thread running throughout its recent enforcement policy changes, including the...more
• The Antitrust Division of the Department of Justice (DOJ) and the Federal Trade Commission (FTC) have indicated in the past that they believe that certain agreements between employers not to poach each other’s employees are...more
4/2/2019
/ Competition ,
Corporate Counsel ,
Department of Justice (DOJ) ,
Employer Liability Issues ,
Federal Trade Commission (FTC) ,
Franchise Agreements ,
Franchisors ,
Hiring & Firing ,
Horizontal Restraint ,
Motion to Dismiss ,
No-Poaching ,
Per Se Rule ,
Rule-of-Reason Analysis ,
Vertical Restraints
• The Hart-Scott-Rodino Antitrust Improvements Act of 1976 requires parties to transactions meeting certain size and other tests to file premerger notification forms with both the Federal Trade Commission and Department of...more
2/19/2019
/ Acquisitions ,
Antitrust Division ,
Antitrust Provisions ,
Civil Monetary Penalty ,
Department of Justice (DOJ) ,
Federal Trade Commission (FTC) ,
Filing Fees ,
Hart-Scott-Rodino Act ,
Interlocking Directorate ,
Mergers ,
Pre-Merger Filing Requirements ,
Premerger Notifications ,
Section 8 ,
Size of Persons Test ,
Size of Transaction Test ,
The Clayton Act ,
Threshold Requirements
In this episode, Akin Gump antitrust partners Gorav Jindal and Corey Roush discuss antitrust developments in 2018 and look at what 2019 may bring.
Among the topics covered:
• antitrust under the Trump administration
• major...more
1/10/2019
/ Anti-Competitive ,
Antitrust Division ,
Antitrust Litigation ,
Best Practices ,
Big Data ,
Department of Justice (DOJ) ,
Enforcement Actions ,
Federal Trade Commission (FTC) ,
Horizontal Mergers ,
Legislative Agendas ,
Merger Controls ,
Mergers ,
Risk Allocation ,
Sherman Act ,
The Clayton Act ,
Trump Administration ,
Vertical Mergers
• Assistant Attorney General (AAG) Makan Delrahim, the new head of the Antitrust Division of the Department of Justice (DOJ), recently announced a shift from the prior Administration’s focus on the dangers of patent “hold-up”...more
The White House announced yesterday that Makan Delrahim will be nominated to head up the United States Justice Department’s Antitrust Division. Delrahim, a long-time D.C. attorney with decades of policy and lobbying...more