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Antitrust Provisions Merger Agreements Mergers

Vinson & Elkins LLP

10 Key Takeaways on Addressing Antitrust Risk in M&A Transactions

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On February 10, Vinson & Elkins LLP’s Hill Wellford, co-chair of the firm’s antitrust group, and Kara Kuritz, an antitrust transactional partner, presented a PLI briefing “Antitrust in Transactions.” During their talk about...more

Davies Ward Phillips & Vineberg LLP

Comments on Competition Bureau’s Consultation on its Merger Enforcement Guidelines

Davies recently submitted comments in response to consultations initiated by the Canadian Competition Bureau’s November 7, 2024 Discussion Paper on the Bureau’s review of its Merger Enforcement Guidelines (MEGs) to better...more

Husch Blackwell LLP

M&A Antitrust Update: 2025 Brings New HSR Thresholds, a Challenge to the HSR Rules, and a Gun-Jumping Violation

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The initial days of 2025 ushered in a trifecta of significant antitrust updates for dealmakers. First, the Federal Trade Commission (FTC) recently announced its annual adjustment to the monetary thresholds that apply to...more

Baker Botts L.L.P.

FTC Revises Merger Filing Fees and Jurisdictional Thresholds for HSR Act and Corporate Interlocks

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On January 10, 2025, the Federal Trade Commission announced revised jurisdictional thresholds and a revised filing fee schedule under the Hart-Scott-Rodino Antitrust Improvements Act of 1976 (“HSR Act”). Also on January 10,...more

Hogan Lovells

Is antitrust back in fashion? Implications of the FTC‘s win in the Tapestry/Capri merger

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On October 24, 2024, the District Court for the Southern District of New York granted the Federal Trade Commission (“FTC”)’s request for a preliminary injunction to halt the merger between Tapestry, Inc. (“Tapestry”) and...more

Latham & Watkins LLP

US State Regulatory Spotlight on Healthcare Transactions: Reflections From 2024

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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

Barnea Jaffa Lande & Co.

Merging without Approval: Strauss Group Might Pay ILS 111 million

The Israel Competition Authority’s Director General recently announced that, subject to a hearing, she intends to rule that Strauss and Wyler Farm violated the Economic Competition Law and implemented a merger that could harm...more

McDermott Will & Emery

[Webinar] Healthcare M&A and New FTC and DOJ Merger Guidelines: What’s Next for Your Transactions? - August 9th, 12:30 pm - 1:30...

The FTC and DOJ’s proposed revised merger guidelines signal the Biden administration’s continued aggressive antitrust enforcement stance even as healthcare industry participants continue to seek to overcome the effects of...more

Dorsey & Whitney LLP

Hell-or-High-Water Clauses in Uncertain Regulatory Times

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​​​​​​​In a deal market as uncertain as this one, we have seen transactional lawyers more frequently resorting to pushing what are known as “hell or high water” clauses - clauses that obligate parties to take “any and all...more

Wilson Sonsini Goodrich & Rosati

D(MA)-Day: Formal Adoption of the EU Digital Markets Act

On July 18, 2022, the long-awaited Digital Markets Act (DMA) received the final approval of the EU's co-legislators. The DMA will impose stringent far-reaching obligations on the largest digital platforms: the "gatekeepers."...more

A&O Shearman

General Court Decision in Illumina / Grail Vindicates Commission’s Article 22 Referral Policy

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Quick Read - - The EU’s jurisdiction to review mergers is no longer linked to notification. This is a big change and sharply reduces parties’ ability to predict antitrust hurdles to closing based on notification thresholds. ...more

Perkins Coie

FTC Revives and Expands “Prior Approval” Policy

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On October 25, 2021, the U.S. Federal Trade Commission (FTC) released its “Statement on Use of Prior Approval Provisions in Merger Orders” (the Statement). The Statement announces two material changes in the agency’s merger...more

Morris James LLP

Chancery Awards No Damages to Either Party After the Break-Up of the Anthem/Cigna Merger

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In re Anthem-Cigna Merger Litigation, C.A. No. 2017-0114- JTL (Del. Ch. August 31, 2020) - This action arose out of a failed merger transaction involving the second and third largest health insurers in the United States,...more

Wilson Sonsini Goodrich & Rosati

Federal Appellate Court Upholds AT&T’s Acquisition of Time Warner

February 27, 2019 On February 26, 2019, a panel of the United States Court of Appeals for the District of Columbia Circuit unanimously affirmed the district court’s denial of a Department of Justice (DOJ) bid to permanently...more

Epstein Becker & Green

Health Care Industry Vertical Transactions: Expect Intensified Antitrust Reviews Despite Recent Government Setback

While federal officials have stated their intent to persist in questioning vertical relationships that they hypothesize cause downstream economic effects on product flow and prices, a recent loss by the Department of Justice...more

Perkins Coie

AT&T-Time Warner Merger Approved: Decision Analysis and Potential Implications for Similar Mergers

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Following a six-week trial, federal Judge Richard Leon of the U.S. District Court for the District of Columbia recently approved AT&T’s 85-billion-dollar acquisition of Time Warner Inc. AT&T Inc. (along with its subsidiary,...more

Epstein Becker & Green

Antitrust Analysis of Vertical Agreements in Multiprovider Health Care Networks

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Recent decisions outside of the health care industry—including the defeated efforts (at least at the district court level) to block the merger of AT&T and Time Warner and the recent decision from the Second Circuit upholding...more

Bracewell LLP

What the AT&T/Time Warner Decision Means for Antitrust Enforcement

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On June 12, 2018, after a six-week trial, U.S. District Court Judge Richard Leon denied the U.S. Department of Justice’s request to block AT&T Inc.’s $85 billion acquisition of Time Warner Inc., one of the most high-profile...more

A&O Shearman

DOJ Loses First Vertical Merger Suit Brought in Decades as Federal Judge Approves AT&T’s Acquisition of Time Warner

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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

Mintz

“No Shop” Clause Radioactive for Merger’s “Failing Firm” Defense

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Last week a Delaware federal district court unsealed its earlier opinion blocking the merger of two radioactive waste disposal companies. The court rejected the parties’ failing firm defense, citing the merger agreement’s “no...more

Pierce Atwood LLP

Aetna-Humana Merger Blocked

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The District of Columbia federal court recently ruled that a proposed $37 billion merger between health insurance giants Aetna and Humana cannot proceed, granting the US Department of Justice’s bid to block the combination on...more

Akin Gump Strauss Hauer & Feld LLP

Antitrust-Related Recent Developments: Merger Agreement Efforts Subject of Litigation

In a recent action raising the issue of the nature of a merger party’s obligation to take steps necessary to clear antitrust regulatory hurdles “as promptly as reasonably practicable,” Alere, Inc. sued Abbott Laboratories in...more

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