On January 7, 2025, the U.S. Federal Trade Commission announced a record USD5.68m civil penalty to settle alleged pre-merger coordination in violation of the HSR Act. This settlement is the largest dollar penalty that has...more
1/15/2025
/ Antitrust Litigation ,
Antitrust Violations ,
Civil Monetary Penalty ,
Competition ,
Enforcement Actions ,
Federal Trade Commission (FTC) ,
Gun-Jumping ,
Hart-Scott-Rodino Act ,
Mergers ,
Oil & Gas ,
Unfair Competition
M&A practitioners anticipate a ‘Trump bump’ -
The scale of Donald Trump’s victory in the presidential election – and the fact the Republicans now have full control of Congress – has been greeted with optimism by U.S....more
12/20/2024
/ Acquisitions ,
Artificial Intelligence ,
Biden Administration ,
CFIUS ,
China ,
Competition ,
Corporate Governance ,
Department of Justice (DOJ) ,
Foreign Investment ,
Global Dealmaking ,
Global Market ,
Legislative Agendas ,
Merger Controls ,
Mergers ,
National Security ,
Securities and Exchange Commission (SEC) ,
Tariffs ,
Tax Reform ,
Trump Administration ,
US Trade Policies
Welcome to the latest edition of M&A Insights, where we bring together partners from across the A&O Shearman network to explore the themes shaping global dealmaking.
The election of Donald Trump as President is expected to...more
12/18/2024
/ Acquisitions ,
Artificial Intelligence ,
Banking Sector ,
Buyers ,
CFIUS ,
China ,
Competition ,
Corporate Governance ,
Cryptocurrency ,
EU ,
European Central Bank ,
Foreign Investment ,
Global Dealmaking ,
Global Market ,
Immigration ,
Legislative Agendas ,
Listing Standards ,
Machine Learning ,
Merger Controls ,
Mergers ,
National Security ,
Private Equity ,
Regulatory Agenda ,
Securities and Exchange Commission (SEC) ,
Sellers ,
Tariffs ,
Technology Sector ,
Trade Relations ,
Trump Administration ,
UK ,
UK Competition and Markets Authority (CMA) ,
United States ,
US Trade Policies
In our biannual M&A trends report we explore the possible impact of the new U.S. administration on dealmaking, the dynamics of transatlantic M&A, private equity exits, and Mario Draghi’s proposals to reshape the European...more
12/18/2024
/ Acquisitions ,
Artificial Intelligence ,
Banking Sector ,
Buyers ,
CFIUS ,
China ,
Competition ,
Corporate Counsel ,
Corporate Governance ,
Cryptocurrency ,
EU ,
European Central Bank ,
Foreign Investment ,
Global Dealmaking ,
Global Market ,
Immigration ,
Legislative Agendas ,
Listing Standards ,
Machine Learning ,
Merger Controls ,
Mergers ,
National Security ,
Private Equity ,
Regulatory Agenda ,
Securities and Exchange Commission (SEC) ,
Sellers ,
Tariffs ,
Technology Sector ,
Trade Relations ,
Trump Administration ,
UK ,
UK Competition and Markets Authority (CMA) ,
United States ,
US Trade Policies
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
8/8/2024
/ Acquisitions ,
Antitrust Division ,
Antitrust Violations ,
Civil Monetary Penalty ,
Competition ,
Department of Justice (DOJ) ,
Gun-Jumping ,
Hart-Scott-Rodino Act ,
Mergers ,
Popular ,
Pre-Merger Filing Requirements ,
Regulatory Requirements ,
Settlement ,
Sherman Act
This newsletter is a summary of the antitrust developments we think are most interesting to your business. David Higbee (Global Head of Antitrust) and Dominic Long (Global Deputy Head of Antitrust) are our editors this month....more
6/6/2024
/ Acquisitions ,
Antitrust Division ,
Antitrust Litigation ,
Antitrust Provisions ,
Australia ,
Competition Act ,
Compliance ,
Cross-Border Transactions ,
Digital Markets Strategy ,
EU ,
European Commission ,
French Competition Authority ,
Guidance Update ,
Healthcare ,
Investment ,
Mergers ,
No-Poaching ,
UK ,
UK Competition and Markets Authority (CMA)
Proposed FTC and DOJ Merger Guidelines Formalize Biden Administration’s Aggressive Vision for Merger Enforcement – Top Ten Takeaways -
When losing, some players seek to change the rules. Others seek to change the playing...more
Earlier this week, the Federal Trade Commission and the Antitrust Division of the U.S. Department of Justice (the “Antitrust Agencies”) announced proposed changes to the premerger notification process that mark the most...more
The new Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended (the “HSR Act”) thresholds will go into effect on February 27, 2023 and will apply to all transactions closing on or after that date. As previewed in...more
1/26/2023
/ Antitrust Division ,
Antitrust Provisions ,
Department of Justice (DOJ) ,
Federal Trade Commission (FTC) ,
Filing Fees ,
Hart-Scott-Rodino Act ,
Interlocking Directorate ,
Mergers ,
Size of Transaction Test ,
The Clayton Act ,
Threshold Requirements
On December 29, 2022, President Biden signed into law The Consolidated Appropriations Act of 2023 also known as The Omnibus Funding Bill (the “Bill”). The Bill includes the Merger Filing Fee Modernization Act which provides...more
On November 10, 2022, the Federal Trade Commission (FTC) issued a policy statement (the “Policy Statement”) radically expanding the FTC’s interpretation of prohibited “unfair methods of competition” under Section 5 of the FTC...more
11/18/2022
/ Acquisitions ,
Antitrust Provisions ,
Antitrust Violations ,
Competition ,
False Advertising ,
Federal Trade Commission (FTC) ,
FTC Act ,
Mergers ,
Section 5 ,
Unfair Competition ,
Unfair or Deceptive Trade Practices
On Monday, October 25, 2021, the Federal Trade Commission (FTC) voted along party lines to approve (3-2 with Commissioner Phillips and Commissioner Wilson dissenting) a new Prior Approval Policy Statement (Prior Approval...more
The U.S. Federal Trade Commission (FTC) and U.S. Department of Justice Antitrust Division (“DOJ” and collectively, the “Agencies”) recently proposed changes to two aspects of the Hart-Scott-Rodino Act (“HSR Act”). The...more
- US Agencies Encourage COVID-19-Related Collaboration
- Practical Tips for Information Sharing & Document Creation
- Possible Delays to US Merger Approvals
The ongoing COVID-19 outbreak has, at least temporarily,...more
On January 28, 2020, the U.S. Federal Trade Commission (FTC) announced the annual changes to the thresholds for the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended (the “HSR Act”). The new size of transaction...more
1/29/2020
/ Acquisitions ,
Antitrust Division ,
Department of Justice (DOJ) ,
Federal Trade Commission (FTC) ,
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
On Friday, the Federal Trade Commission (“FTC”) and the Antitrust Division of the U.S. Department of Justice (“DOJ”) released joint draft Vertical Merger Guidelines (“Guidelines”) for public comment. This much anticipated...more
1/14/2020
/ Anti-Competitive ,
Anticompetitive Behavior ,
Antitrust Provisions ,
Comment Period ,
Competition ,
Corporate Counsel ,
Department of Justice (DOJ) ,
Draft Guidance ,
Enforcement Actions ,
Federal Trade Commission (FTC) ,
Merger Controls ,
Mergers ,
Public Comment ,
Regulatory Agenda ,
Rulemaking Process ,
Vertical Mergers
Welcome to the 2019 Shearman & Sterling Antitrust Annual Report.
Our seventh edition focuses on the contrasting use by regulators of antitrust laws with respect to the FANGs, and how antitrust is being enforced in the U.S....more
7/24/2019
/ Acquisitions ,
Antitrust Investigations ,
Antitrust Litigation ,
Competition ,
Competition Authorities ,
Corporate Counsel ,
Criminal Liability ,
Department of Justice (DOJ) ,
Digital Marketplace ,
Digital Media ,
Enforcement Actions ,
EU ,
Extraterritoriality Rules ,
Federal Trade Commission (FTC) ,
FinTech ,
Hiring & Firing ,
Leniency Programs ,
Merger Controls ,
Mergers ,
No-Poaching ,
Recruitment Policies ,
State Aid ,
Trump Administration ,
UK Brexit
The U.S. Federal Trade Commission (FTC) has revised, and once again raised, the thresholds for the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended (the “HSR Act”). The new HSR Act thresholds were published in...more
3/4/2019
/ Acquisitions ,
Antitrust Division ,
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
Makan Delrahim, Assistant Attorney General for the U.S. Department of Justice Antitrust Division (“Division”), announced a series of reforms that aim to expedite the Division’s merger review process....more
On June 12, 2018, following a six-week-long bench trial, Judge Richard J. Leon of the United States District Court for the District of Columbia ruled that AT&T’s proposed acquisition of Time Warner does not violate the...more
It has been a year since Article 50 was triggered on March 29, 2017, and if no extension is given, the U.K. will leave the European Union (EU) on March 29, 2019. This means that negotiations are now at the half-way point, but...more
4/18/2018
/ Article 50 Treaty of the EU ,
Cross-Border Transactions ,
EFTA ,
EU ,
European Economic Area (EEA) ,
Free Trade Agreements ,
Member State ,
Merger Agreements ,
Mergers ,
State Aid ,
UK ,
UK Brexit ,
UK Competition and Markets Authority (CMA) ,
WTO
Divining trends in antitrust enforcement in a given presidential administration can take some time. Many commentators didn’t notice material changes in antitrust enforcement in the Obama administration – at least in merger...more
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
4/12/2018
/ Acquisitions ,
Antitrust Violations ,
China ,
Competition ,
Competition Authorities ,
Department of Justice (DOJ) ,
EU ,
European Commission ,
Gun-Jumping ,
Hart-Scott-Rodino Act ,
Japan ,
Japan Fair Trade Commission (JFTC) ,
Mergers ,
MOFCOM
In China, where foreign investments used to be subject to a case-by-case evaluation, the screening process for acquisitions of local businesses by foreign investors is being simplified and becoming more industry-focused. This...more
4/12/2018
/ CFIUS ,
China ,
Cross-Border Transactions ,
EU ,
European Commission ,
Foreign Acquisitions ,
Foreign Investment ,
Germany ,
Italy ,
Merger Controls ,
Mergers ,
MOFCOM ,
National Security Review Proceedings ,
UK
Is this perception well-founded? And does it represent a new policy trend towards ‘social justice’ objectives or simply a continuation of a policy driver that has underpinned EU competition enforcement for some time?...more
4/11/2018
/ Agricultural Sector ,
Anti-Competitive ,
Antitrust Provisions ,
Cartels ,
Competition ,
EU ,
European Commission ,
International Tax Issues ,
Member State ,
Mergers ,
Multinationals ,
R&D ,
State Aid ,
Treaty on the Functioning of the European Union (TFEU) ,
Unfair or Deceptive Trade Practices