Mergers and acquisitions involving companies that conduct business with the federal government present a unique set of challenges. Several statutes and regulations are implicated in such corporate transactions, whether the...more
The Federal Trade Commission (FTC) has announced the annual revisions to the Hart-Scott-Rodino Antitrust Improvements Act (HSR Act) thresholds and HSR filing fees, which will become effective on March 6, 2024. The revised...more
2/6/2024
/ Acquisitions ,
Antitrust Provisions ,
Federal Trade Commission (FTC) ,
Filing Fees ,
Hart-Scott-Rodino Act ,
Mergers ,
Pre-Merger Filing Requirements ,
Premerger Notifications ,
Size of Persons Test ,
Size of Transaction Test ,
Threshold Requirements
On December 18, 2023, the Department of Justice (DOJ) and the Federal Trade Commission (FTC) issued the final version of new merger review guidelines (Merger Guidelines), five months after the agencies published a draft for...more
1/3/2024
/ Antitrust Provisions ,
Comment Period ,
Competition ,
Department of Justice (DOJ) ,
Federal Trade Commission (FTC) ,
Horizontal Merger Guidelines ,
Merger Controls ,
Mergers ,
Public Comment ,
Regulatory Agenda ,
Vertical Mergers
On August 16, 2023, the Federal Trade Commission took action to resolve its antitrust concerns associated with a proposed transaction between EQT Corporation (EQT) and private equity firm QEP Partners, LP (Quantum) pursuant...more
8/25/2023
/ Antitrust Division ,
Common Stock ,
Competition ,
Department of Justice (DOJ) ,
Federal Trade Commission (FTC) ,
FTC Act ,
Interlocking Directorate ,
Natural Gas ,
Oil & Gas ,
Popular ,
Private Equity ,
Section 8 ,
The Clayton Act
On July 19, 2023, the Department of Justice (DOJ) and the Federal Trade Commission (FTC) issued a draft version of new Merger Guidelines (Merger Guidelines), which would replace the 2010 Horizontal Merger Guidelines and the...more
On June 27, 2023, the Federal Trade Commission (FTC), in concurrence with the Antitrust Division of the US Department of Justice (DOJ), announced a proposal to drastically overhaul the Hart-Scott-Rodino (HSR) premerger...more
7/7/2023
/ Antitrust Division ,
Biden Administration ,
De Minimus Doctrine ,
Department of Justice (DOJ) ,
Executive Orders ,
Federal Trade Commission (FTC) ,
Filing Requirements ,
Hart-Scott-Rodino Act ,
Mergers ,
Non-Compete Agreements ,
Non-Solicitation Agreements ,
Non-Voting Shares ,
Notice of Proposed Rulemaking (NOPR) ,
Premerger Notifications ,
Public Comment ,
Rulemaking Process ,
Threshold Requirements
The Federal Trade Commission (FTC) has announced the annual revisions to the Hart-Scott-Rodino Antitrust Improvements Act (HSR Act) thresholds, which will become effective on Monday, February 27, 2023. The revised thresholds...more
Earlier this month, the Federal Trade Commission (FTC) launched unprecedented challenges to noncompete provisions in employment contracts through both rulemaking and individual enforcement actions.
Proposed Rule to Ban...more
1/18/2023
/ Biden Administration ,
Employment Contract ,
Executive Orders ,
Federal Trade Commission (FTC) ,
FTC Act ,
Non-Compete Agreements ,
Non-Disclosure Agreement ,
Non-Solicitation Agreements ,
Notice of Proposed Rulemaking (NOPR) ,
Restrictive Covenants ,
Settlement
On December 29, 2022, President Biden signed into law The Consolidated Appropriations Act of 2023 (also known as The Omnibus Appropriations Bill), which includes the Merger Filing Fee Modernization Act. The Merger Filing Fee...more
The Federal Trade Commission (“FTC”) has announced the annual revisions to the Hart-Scott-Rodino Antitrust Improvements Act (“HSR Act”) thresholds, which will become effective on February 23, 2022. The revised thresholds...more
On July 9, 2021, President Biden issued Executive Order 14036, “Promoting Competition in the American Economy,” which broadly targets anticompetitive practices and corporate consolidation across many sectors of the U.S....more
Earlier this week, Columbia Law School professor Lina Khan was confirmed by the U.S. Senate to fill the 5th seat on the Federal Trade Commission, giving Democrats a 3-2 majority on the competition and consumer protection...more
On May 14, 2021, despite not having obtained official approval from federal antitrust authorities, 7-Eleven Inc., the largest convenience-store chain in the U.S., took the highly unusual step of closing its $21 billion...more
The Federal Trade Commission (“FTC”) has announced the annual revisions to the Hart-Scott-Rodino Antitrust Improvements Act (“HSR Act”) thresholds, which will become effective on March 4, 2021. Pursuant to Section 7A(a)(2)...more
On September 3, 2020, the U.S. Department of Justice Antitrust Division released a revised Merger Remedies Manual (“Manual”), providing a modernized framework to structure and implement remedies in merger cases where DOJ...more
On June 30, 2020, the Department of Justice and a split Federal Trade Commission released the final version of their new Vertical Merger Guidelines, which outline how the federal antitrust agencies evaluate the competitive...more
7/9/2020
/ Anti-Competitive ,
Coronavirus/COVID-19 ,
Department of Justice (DOJ) ,
Federal Trade Commission (FTC) ,
Final Guidance ,
Horizontal Mergers ,
Manufacturers ,
Mergers ,
Retailers ,
Supply Chain ,
Transparency ,
Vertical Mergers
The U.S. Department of Justice Antitrust Division (DOJ) has prevailed in a first-of-its-kind arbitration, resolving its challenge to aluminum producer Novelis Inc.’s $2.6 billion proposed acquisition of rival Aleris...more
In an unprecedented move further expanding its ongoing investigation of large technology companies, the Federal Trade Commission (FTC) has ordered Amazon.com, Apple, Facebook, Microsoft and Google to provide details about...more
The Federal Trade Commission (“FTC”) has announced the annual revisions to the Hart-Scott-Rodino Antitrust Improvements Act (“HSR Act”) thresholds, which will become effective on February 27, 2020. The revised thresholds will...more
1/29/2020
/ Acquisitions ,
Antitrust Provisions ,
Civil Monetary Penalty ,
Department of Justice (DOJ) ,
Federal Trade Commission (FTC) ,
Filing Fees ,
Hart-Scott-Rodino Act ,
Mergers ,
Pre-Merger Filing Requirements ,
Premerger Notifications ,
Size of Persons Test ,
Size of Transaction Test ,
Threshold Requirements
On January 10, 2020, the U.S. Department of Justice and the Federal Trade Commission released draft Vertical Merger Guidelines for public comment. The new guidelines, which will replace the outdated 1984 Non-Horizontal Merger...more
In a major policy shift, the Antitrust Division of the Department of Justice recently announced that it will now credit companies for effective corporate antitrust compliance programs in making charging decisions and penalty...more
Canada’s Competition Bureau (CCB) recently filed a challenge with the Canadian Competition Tribunal to unwind a U.S. private equity firm’s May 2019 acquisition of a company that offers reserves valuation and reporting...more
The U.S. Court of Appeals for the Eighth Circuit recently affirmed a district court’s issuance of a preliminary injunction to block the proposed merger of two North Dakota healthcare providers, Sanford Health/Sanford Bismarck...more
On February 26, 2019, the U.S. Court of Appeals for the D.C. Circuit unanimously affirmed a district court decision rejecting the U.S. Department of Justice’s challenge to AT&T’s $85 billion merger with Time Warner, cementing...more
The Federal Trade Commission ("FTC") has announced the annual revisions to the Hart-Scott-Rodino Antitrust Improvements Act ("HSR Act") thresholds, which will become effective on April 3, 2019. The revised thresholds will...more