States’ merger review and enforcement initiatives continue to expand as Washington adopts the nation’s first “mini-HSR” rule.
On April 4, 2025, the State of Washington passed the Antitrust Premerger Notification Act...more
4/30/2025
/ Acquisitions ,
Antitrust Provisions ,
Department of Justice (DOJ) ,
Federal Trade Commission (FTC) ,
Hart-Scott-Rodino Act ,
Merger Reviews ,
Mergers ,
New Legislation ,
Premerger Notifications ,
State Attorneys General ,
State Legislatures
Welcome to the latest edition of our Healthcare & Life Sciences Market Update, in which we explore the evolving landscape of investment trends, regulatory challenges, and strategic opportunities shaping the global market....more
FTC adjusts the Hart-Scott-Rodino Act size thresholds, raising the minimum size for reportable acquisitions to $126.4 million.
On January 10, 2025, the Federal Trade Commission (FTC) announced new jurisdictional...more
1/14/2025
/ Acquisitions ,
Antitrust Provisions ,
Competition ,
Federal Trade Commission (FTC) ,
Filing Fees ,
Hart-Scott-Rodino Act ,
Jurisdictional Thresholds ,
Mergers ,
Premerger Notifications ,
Reporting Requirements ,
Threshold Requirements
State-level oversight of M&A and other strategic transactions involving healthcare is continuing to expand into new markets and impact growth strategies.
The interest and need for healthcare services transactions in the...more
10/18/2024
/ Acquisitions ,
Antitrust Provisions ,
Federal Trade Commission (FTC) ,
Hart-Scott-Rodino Act ,
Health Care Providers ,
Healthcare Facilities ,
Hospital Mergers ,
Hospitals ,
Merger Agreements ,
Merger Controls ,
Mergers
Effective mid-January 2025, the FTC’s new HSR notification process will significantly increase the time and content required to file M&A notifications under the HSR Act.
On October 10, 2024, the Federal Trade Commission...more
Effective mid-January 2025, the FTC’s new HSR notification process will significantly increase the burden and cost of filing M&A notifications under the HSR Act.
On October 10, 2024, the US Federal Trade Commission (FTC)...more
10/15/2024
/ Acquisitions ,
Department of Justice (DOJ) ,
Disclosure Requirements ,
Federal Trade Commission (FTC) ,
Hart-Scott-Rodino Act ,
Mergers ,
NAICS ,
Pre-Merger Filing Requirements ,
Premerger Notifications ,
Required Documentation ,
Threshold Requirements
Companies should prepare for increased regulatory scrutiny into healthcare transactions and increased emphasis on compliance programs.
The Federal Trade Commission (FTC), the Department of Justice (DOJ), and the...more
The Final Rule declares most non-competes an unfair method of competition, in violation of Section 5 of the FTC Act.
In its April 23, 2024, open meeting, the Federal Trade Commission (FTC) voted 3-2 to issue a final rule...more
On January 26, 2024, the State Council of China adopted new merger filing thresholds by promulgating the amended Provisions of the State Council on Thresholds for Prior Notification of Concentration of Undertakings (the...more
FTC adjusts the Hart-Scott-Rodino Act size thresholds, raising the minimum size for reportable acquisitions to $119.5 million.
On January 22, 2024, the Federal Trade Commission (FTC) announced new jurisdictional...more
Growing state-level oversight of M&A and other strategic transactions for healthcare provider businesses will impact growth strategies across major markets.
The volume of healthcare services transactions in the United...more
10/9/2023
/ Acquisitions ,
Change of Control ,
Corporate Practice of Medicine ,
Covered Transactions ,
Hart-Scott-Rodino Act ,
Health Care Providers ,
Healthcare Facilities ,
Hospitals ,
Merger Reviews ,
Mergers ,
Physicians ,
Private Equity ,
Public Policy ,
Threshold Requirements
Companies should take a proactive approach as US antitrust agencies continue to enforce Section 8 of the Clayton Act.
The Federal Trade Commission (FTC) and the US Department of Justice (DOJ) Antitrust Division (the...more
9/26/2023
/ Antitrust Division ,
Antitrust Provisions ,
Department of Justice (DOJ) ,
Enforcement Authority ,
Federal Trade Commission (FTC) ,
Interlocking Directorate ,
Mergers ,
Portfolio Companies ,
Private Equity ,
Private Equity Firms ,
The Clayton Act
The draft guidelines for applying US antitrust laws to merger investigations depart from prior guidance and seek to roll back decades of legal precedent on merger enforcement.
Competitive effects analyses are out;...more
8/7/2023
/ Acquisitions ,
Antitrust Division ,
Antitrust Provisions ,
Biden Administration ,
Department of Justice (DOJ) ,
Federal Trade Commission (FTC) ,
Horizontal Mergers ,
Merger Controls ,
Merger Reviews ,
Mergers ,
Vertical Mergers
The agencies’ proposed rulemaking would add significant complexity, substance, and time to US antitrust premerger notifications.
On June 27, 2023, the Federal Trade Commission (FTC) in collaboration with the US Department...more
7/5/2023
/ Antitrust Division ,
Comment Period ,
Department of Justice (DOJ) ,
Federal Trade Commission (FTC) ,
Hart-Scott-Rodino Act ,
Merger Reviews ,
Mergers ,
Notice Requirements ,
NPRM ,
Premerger Notifications ,
Proposed Amendments ,
Required Forms
The legislation mirrors anti-“industry boycott” legislation introduced or passed in other US states and provides more explicit rubrics of prohibited factors.
On May 5, 2023, Florida Governor Ron DeSantis signed into law...more
A recent letter from 21 state Attorneys General to various asset managers demonstrates a focus on using antitrust and unfair competition laws to oppose ESG efforts.
Key Points:
..ESG investing initiatives are not...more
Private plaintiffs and government enforcers are aggressively attempting to revive antitrust theories challenging manufacturers’ policies that impact consumers’ “right to repair.”
Manufacturers’ policies that impact how...more
According to a new judgment LPP protects private communication between clients and lawyers, limiting requests for information in competition proceedings.
Key Points:
..Clients can now argue that their communications with...more
FTC adjusts the Hart-Scott-Rodino Act size thresholds, raising the minimum size for reportable acquisitions to $111.4 million.
On January 23, 2023, the Federal Trade Commission (FTC) announced new jurisdictional thresholds...more
1/26/2023
/ Acquisitions ,
Antitrust Provisions ,
Department of Justice (DOJ) ,
Federal Trade Commission (FTC) ,
Filing Fees ,
Hart-Scott-Rodino Act ,
Interlocking Directorate ,
Mergers ,
Premerger Notifications ,
Size of Persons Test ,
Size of Transaction Test ,
Threshold Requirements
FTC proposes a new rule that would ban non-competes in most situations; brings enforcement actions challenging non-competes as unfair methods of competition.
On January 5, 2023, the Federal Trade Commission (FTC) issued a...more
Congress passes the Merger Filing Fee Modernization Act of 2022, changing Hart-ScottRodino Act filing fees and adding disclosure requirements for certain foreign subsidies.
On December 23, 2022, as part of a broader...more
The guidance significantly expands the reach of Section 5 beyond the Sherman and Clayton Acts to encompass unfair methods of competition that constitute “incipient” violations of the antitrust laws or violate “the spirit” of...more
In its latest step to elevate antitrust scrutiny of private equity, DOJ launches a series of investigations of board seats under Section 8 of the Clayton Act.
The US Department of Justice (DOJ) recently began sending...more
Due diligence on restaurant companies should factor in industry-specific legal and operational risks.
Buyers acquire restaurant companies to access new brands, expand and diversify, or vertically integrate. Attractive...more
8/17/2022
/ Acquisitions ,
Business Licenses ,
Contract Terms ,
Cybersecurity ,
Due Diligence ,
Environmental Social & Governance (ESG) ,
Food Safety ,
Franchise Agreements ,
Franchises ,
Liquor Licences ,
Mergers ,
Restaurant Industry ,
Suppliers ,
Wage and Hour
China is implementing multiple changes to its merger control procedures, following recent amendments to the country’s Anti-Monopoly Law.
China’s Standing Committee of the National People’s Congress has amended the...more