News & Analysis as of

Mergers Voting Securities

HaystackID

A Hart-Scott-Rodino Act Transaction Update (July FY 2023)

HaystackID on

Editor’s Note: The Hart Scott Rodino Act (HSR Act) is a federal law that requires companies planning to merge or acquire certain assets or voting securities to notify the Federal Trade Commission (FTC) and the Department of...more

HaystackID

Will April Showers Bring May Flowers? A Hart-Scott-Rodino Act Transaction Update (April FY 2023)

HaystackID on

Editor’s Note: The Hart Scott Rodino Act (HSR Act) is a federal law that requires companies planning to merge or acquire certain assets or voting securities to notify the Federal Trade Commission (FTC) and the Department of...more

Dorsey & Whitney LLP

New FTC Position on Debt and HSR Valuation

Dorsey & Whitney LLP on

On August 26, the Federal Trade Commission announced a new position on an important factor in determining whether a transaction must be reported under the Hart-Scott-Rodino Act: whether debt repayment at closing counts in...more

Skadden, Arps, Slate, Meagher & Flom LLP

FTC and DOJ Propose ‘Modernizing Merger Filing’ Rules

On Monday, September 21, 2020, the Federal Trade Commission (FTC) and Department of Justice (DOJ) jointly released two proposed rule changes to the Hart-Scott-Rodino (HSR) premerger filing requirements for acquiring parties....more

Locke Lord LLP

HSR Reporting Requirements: They Can Apply to Conversions of Voting Securities, Too

Locke Lord LLP on

Most corporate lawyers and investment professionals are probably familiar with the reporting requirements that apply to large corporate mergers and acquisitions. Under the Hart-Scott-Rodino Antitrust Improvements Act of 1976...more

Proskauer Rose LLP

Merger Woes for Hedge Fund as Obscure HSR Rule Spells Trouble and $600K Penalty

Proskauer Rose LLP on

According to a complaint filed by the Department of Justice, several funds affiliated with Third Point Management failed to file and observe the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976...more

Fenwick & West LLP

FTC: New HSR Thresholds for 2019

Fenwick & West LLP on

The annual adjustment of the dollar thresholds for pre-acquisition filings under the Hart-Scott-Rodino Act will take effect late March. All transactions closing on or after the effective date will be governed by the new...more

Mintz

Not Just Mergers – FTC Highlights Commonly Missed HSR Reportable Transactions

Mintz on

The Premerger Notification Office (the “PNO”) of the Federal Trade Commission (the “FTC”) recently issued a reminder about often overlooked “transactions” that may require notification under the Hart-Scott-Rodino Antitrust...more

Jones Day

All Merger Side Letters Must Be Included in HSR Filings

Jones Day on

The Situation: Previously, neither the Federal Trade Commission nor the Department of Justice has provided clear guidance on whether side letters must be submitted with filings associated with the Hart–Scott–Rodino Antitrust...more

Foley & Lardner LLP

Hart-Scott-Rodino and Interlocking Directorates Thresholds Rise for 2018

Foley & Lardner LLP on

On January 29, 2018, the FTC published the latest annual adjustments to the statutory thresholds under both the Hart-Scott-Rodino Antitrust Improvements Act of 1976 (15 U.S.C. § 18a) (HSR) and Section 8 of the Clayton Act (15...more

Mintz

HSR Jurisdictional Thresholds Increased in Annual Adjustment

Mintz on

The Federal Trade Commission (FTC) announced on January 26, 2018, increased jurisdictional thresholds for premerger notification filings under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended (the HSR...more

Foley & Lardner LLP

Hart-Scott-Rodino Threshold Crosses $80 Million Mark

Foley & Lardner LLP on

On January 26, 2017, the FTC published the latest annual adjustments to the statutory thresholds under both the Hart-Scott-Rodino Antitrust Improvements Act of 1976 (15 U.S.C. § 18a) (HSR) and Section 8 of the Clayton Act (15...more

Seyfarth Shaw LLP

Update On Annual Adjustment To HSR Reporting Threshold And Recent Enforcement Actions Against Investors

Seyfarth Shaw LLP on

The Federal Trade Commission (FTC) recently announced that the 2017 size-of-transaction threshold for reporting proposed mergers and acquisitions under Section 7A of the Clayton Act, as added by the Hart-Scott-Rodino...more

Cooley LLP

Alert: Revised 2017 Hart-Scott-Rodino Antitrust Thresholds

Cooley LLP on

On January 19, 2017, the Federal Trade Commission announced its annual revisions to the Hart-Scott-Rodino Act ("HSR") jurisdictional thresholds, increasing key thresholds approximately 3.3% to reflect changes in the gross...more

Proskauer Rose LLP

FTC Announces 2017 Thresholds Under HSR Act and Clayton Act

Proskauer Rose LLP on

Primary HSR filing threshold will be raised to $80.8 million - The Federal Trade Commission has announced revisions to HSR Act and Clayton Act Section 8 thresholds, which are indexed annually to account for inflation. As...more

Cadwalader, Wickersham & Taft LLP

FTC Announces 2017 Thresholds for Merger Control Filings Under the HSR Act and Interlocking Directorates Under the Clayton Act

The Federal Trade Commission (“FTC”) has announced its annual revisions to the dollar jurisdictional thresholds in Section 7A of the Clayton Act and the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended (“HSR...more

Morgan Lewis

HSR Act Violations Continue Trend of Heightened Enforcement, Increased Fines in 2016

Morgan Lewis on

The past year was a challenging one for investors purchasing voting securities in public corporations with respect to compliance with the Hart-Scott-Rodino Antitrust Improvements Act....more

Manatt, Phelps & Phillips, LLP

Investors Beware: The Bar Is Being Raised on HSR Violations

Under the Hart-Scott-Rodino (HSR) Act, parties to transactions meeting certain size thresholds are required to notify the Antitrust Division of the U.S. Department of Justice and the Federal Trade Commission and to observe a...more

Sheppard Mullin Richter & Hampton LLP

Delaware Chancery Court Rejects MBO Merger Price as Best Evidence of Fair Value in Appraisal Proceeding

In In re Appraisal of Dell Inc., No. 9322 VCL, 2016 Del. Ch. LEXIS 81 (Del. Ch. May 31, 2016) (Laster, V.C.), the Delaware Court of Chancery determined that the fair value of the common stock of Dell Inc. (“Dell” or the...more

19 Results
 / 
View per page
Page: of 1

"My best business intelligence, in one easy email…"

Your first step to building a free, personalized, morning email brief covering pertinent authors and topics on JD Supra:
*By using the service, you signify your acceptance of JD Supra's Privacy Policy.
- hide
- hide