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States Want in on the Merger Review Fun

While they have long taken a back seat to federal merger reviews, US states are becoming increasingly involved in merger reviews, including potentially requiring premerger notifications on a broad scale. On July 24, 2024, the...more

Antitrust M&A Snapshot - Q2 2023

APRIL – JUNE 2023: KEY THEMES AND TAKEAWAYS - UNITED STATES - • Federal Trade Commission Unveils Proposal Detailing Significant Changes to Hart-Scott-Rodino Act Merger Notifications On June 27, 2023, the Federal Trade...more

FTC Releases Proposed Changes to Premerger Notification Form and Process

The Federal Trade Commission (FTC) has proposed, for comment, significant changes to the information and documents to be submitted with premerger filings—even in transactions that do not raise significant antitrust issues....more

Congress Overhauls Merger Filing Fees and Thresholds

Congress has passed—and President Biden is expected to sign into law today—the Merger Filing Fee Modernization Act, which will significantly change antitrust merger notification regulations under the Hart-Scott-Rodino Act...more

Antitrust M&A Snapshot - Q2 2022

APRIL – JUNE 2022: KEY THEMES AND TAKEAWAYS - UNITED STATES - • An Overview of Agency Merger Challenges from January 2021 through June 2022 Parties continue to be cautious in litigating challenged transactions. Since...more

DOJ to Merging Parties: The Time of “Underenforcement” is Over; Fix-It-First or Risk Being Challenged

WHAT HAPPENED - During a conference last week, Ryan Danks, Director of Civil Enforcement at the US Department of Justice’s Antitrust Division (DOJ), suggested that merging parties—not the antitrust enforcement...more

Antitrust M&A Snapshot - August 2021 Q2

APRIL – JUNE 2021: HIGHLIGHTS - UNITED STATES - - The premerger notification landscape continues to shift as filings reach another record high, and the US Congress contemplates increases to filing fees and New York...more

FTC “Prior Approval” Policy for Future Transactions Raises Antitrust Risks for Buyers and Sellers

The US Federal Trade Commission (FTC) voted July 21, 2021, to repeal a 1995 policy statement that eliminated prior approval and prior notice provisions from most merger settlements. In repealing this longstanding policy—and...more

Antitrust M&A Snapshot - May 2021

JANUARY – MARCH 2021: HIGHLIGHTS - UNITED STATES - - As the United States rounds the corner toward getting the COVID-19 epidemic under control within its borders, the US antitrust enforcers have seen a major spike in...more

Antitrust M&A Snapshot - February 2021

OCTOBER - DECEMBER 2020 UPDATE - UNITED STATES - Despite initial obstacles because of the COVID-19 pandemic, 2020 rounded out to be the busiest year for mergers and acquisitions (M&A) enforcement in the United States...more

Antitrust M&A Snapshot - October 2020

JULY - SEPTEMBER 2020 UPDATE - UNITED STATES- Mergers and acquisitions in the United States appear to be bouncing back after a muted start to the year due to COVID-19. Hart-Scott-Rodino (HSR) filings in Q3 2020 were up...more

Proposed HSR Rule Changes Likely to Increase Filings and Information Requirements for Private Equity Firms

What Happened: - The FTC and DOJ proposed new Hart–Scott–Rodino (HSR) rules that, if issued in final form, will significantly change HSR practice for Private Equity (PE) companies. - The Proposed Rules are subject to...more

HSR Update – Early Termination Is Again An Option

In a prior note we provided guidance on COVID-19’s Impact on HSR Filing Timelines. The Agencies had indicated that early termination would not be granted while FTC operated on a temporary e-filing system...more

COVID-19’s Impact on HSR Filing Timelines

With COVID-19-related closures rolling in daily, you may have questions about the operating status of the federal government’s antitrust enforcement agencies. Currently, the HSR review process does not seem to be...more

FTC Challenges Axon’s Consummated Acquisition of Body-Worn Camera Competitor

The US antitrust regulators continue to challenge consummated transactions. On January 3, 2020, the FTC filed an administrative complaint against Axon Enterprise, Inc., challenging its consummated acquisition of VieVu, a...more

New FTC Interpretation Will Require HSR Act Filing for Many Hospital Affiliation Transactions

The Premerger Notification Office (PNO) of the Federal Trade Commission (FTC) recently formalized a new position on Hart-Scott-Rodino Act (HSR Act) reporting obligations for certain not-for-profit, non-stock transactions. The...more

DOJ Announces Procedural Reforms Seeking to Resolve Merger Investigations within 6 Months of Filing

Yesterday, September 24, 2018, Assistant Attorney General Makan Delrahim announced a series of reforms with the express goal to resolve most merger investigations within six months of filing. The reforms seek to place the...more

THE LATEST: FTC Announces New Model Timing Agreement for Merger Investigations

WHAT HAPPENED: • On August 7, the FTC published a new Model Timing Agreement. Timing agreements are agreements between FTC staff and merging parties that outline the FTC’s expected timing for various events in order for it...more

FTC Increases Notification Thresholds under the Hart-Scott-Rodino Act and Clayton Act Section 8

The US Federal Trade Commission recently announced increased thresholds for the Hart-Scott-Rodino Antitrust Improvements Act of 1976 and for determining whether parties trigger the prohibition against interlocking directors...more

The LATEST: FTC “Second Requests” to be Narrower in Scope under Ohlhausen’s Leadership

Transactions that meet the Hart-Scott-Rodino thresholds for notification must be reported to the Federal Trade Commission (“FTC”) and Department of Justice. Where a notified transaction raises competition concerns, the...more

Flurry of Antitrust Merger Enforcement Actions as Obama Presidency Comes to a Close

The Federal Trade Commission (FTC) and Antitrust Division of the Department of Justice (DOJ) announced several antitrust enforcement actions in advance of the inauguration of President Trump, including settlements for...more

Notification Threshold Under the Hart-Scott-Rodino Act Increased to $80.8 million

Pursuant to the amendments passed by the US Congress in 2000, the FTC announced revised thresholds for HSR pre-merger notifications on January 19, 2017. These increased thresholds will become effective 30 days following...more

Inside M&A - August 2016

Recent Enforcement Trends in Divestiture Packages - The Federal Trade Commission (FTC) and US Department of Justice’s (DOJ) Antitrust Division have been actively challenging mergers and acquisitions (M&A) across a...more

Notification Threshold Under the Hart-Scott-Rodino Act Increased to $78.2 Million

Notification Threshold Adjustments - Pursuant to the amendments passed by Congress in 2000, the FTC announced revised thresholds for HSR pre-merger notifications on January 21, 2016. These increased thresholds will...more

FTC Settles Allegations of HSR Act Violation by Activist Investment Fund

The Federal Trade Commission (FTC) announced a settlement on August 24, 2015, with Third Point Funds for failing to file a notification under the Hart-Scott-Rodino Antitrust Improvements Act (HSR Act) in connection with the...more

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