Cases involving premerger enforcements under the Hart-Scott-Rodino (HSR) Act are relatively rare. So far in 2025, however, we have seen two such cases involving potentially record-breaking penalties. The timing is notable, as...more
On March 7, 2025, the FTC filed a complaint in federal court seeking to block GTCR BC Holdings, LLC, a Chicago private equity firm, from acquiring Surmodics, Inc. The FTC alleges that Surmodics is the leading provider of a...more
3/13/2025
/ Acquisitions ,
Anti-Competitive ,
Antitrust Violations ,
Competition ,
Enforcement Actions ,
Federal Trade Commission (FTC) ,
Manufacturers ,
Medical Devices ,
Mergers ,
OEM ,
Private Equity ,
The Clayton Act ,
Third-Party
On October 10, 2024, the Federal Trade Commission (FTC) unanimously approved changes to the premerger filings required under the Hart-Scott-Rodino (HSR) Act. The new rules go into effect on February 10, 2025, after which any...more
1/23/2025
/ Antitrust Provisions ,
Competition ,
Disclosure Requirements ,
Federal Trade Commission (FTC) ,
Filing Requirements ,
Final Rules ,
Hart-Scott-Rodino Act ,
Mergers ,
New Rules ,
Premerger Notifications ,
Reporting Requirements ,
Required Forms
On January 10, 2025, the United States Federal Trade Commission (FTC) approved new premerger notification thresholds and revised filing fees under the Hart-Scott-Rodino Act (HSR). These new thresholds will apply to all...more
1/15/2025
/ Acquisitions ,
Antitrust Provisions ,
Competition ,
Corporate Governance ,
Enforcement ,
Federal Trade Commission (FTC) ,
Filing Fees ,
Hart-Scott-Rodino Act ,
Merger Controls ,
Mergers ,
Premerger Notifications ,
Threshold Requirements
The National Defense Authorization Act was revised in December to state that parties to an HSR-reportable transaction that “will require a review by the Department of Defense who are required to file the notification and...more
In recent years, information exchange has become a priority for both government antitrust enforcers and private antitrust plaintiffs. Across industries, business practices such as benchmarking and algorithmic price setting...more
On June 27, 2023, the Federal Trade Commission (“FTC”) in collaboration with the Department of Justice (“DOJ”) announced a proposal to overhaul the Hart-Scott-Rodino (HSR) Act premerger notification program. If adopted, the...more
2/6/2024
/ Acquisitions ,
Antitrust Provisions ,
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 ,
Size of Persons Test ,
Size of Transaction Test ,
The Clayton Act ,
Threshold Requirements
The annual revisions to the Hart-Scott-Rodino (HSR) Act reporting thresholds have arrived. The new thresholds for notification will apply to all transactions that close on or after the effective date of the notice, which is...more
1/24/2024
/ Acquisitions ,
Civil Monetary Penalty ,
Department of Justice (DOJ) ,
Federal Trade Commission (FTC) ,
Filing Fees ,
Hart-Scott-Rodino Act ,
Interlocking Directorate ,
Mergers ,
Notification Requirements ,
Premerger Notifications ,
Reporting Requirements ,
Size of Transaction Test ,
Threshold Requirements
On July 19, 2023, the U.S. Department of Justice and Federal Trade Commission released a draft update of the Merger Guidelines and invited public comments. If adopted, the Proposed Guidelines would represent a substantial...more
On May 15, 2023, 22 state attorneys general sent a letter to several insurance companies warning that the companies’ Environmental, Social, and Governance (ESG) policies may violate the antitrust laws. Just six weeks earlier,...more
In recent years, the U.S. Department of Justice has tried three criminal no-poach cases to a jury, and in all three the defendants were acquitted. But expect the crackdown on the use of allegedly illegal no-poach agreements...more
Aggressive merger enforcement continued through the end of 2022, with the agencies having mixed results in the courts. With several high-profile investigations still pending, the expectation is for aggressive enforcement to...more
2/23/2023
/ Acquisitions ,
Antitrust Investigations ,
Antitrust Litigation ,
Antitrust Provisions ,
Department of Justice (DOJ) ,
Enforcement Actions ,
Federal Trade Commission (FTC) ,
Mergers ,
Section 7 ,
Sherman Act ,
The Clayton Act ,
Vertical Mergers
On January 23, 2023, the Federal Trade Commission (FTC) announced increased reporting thresholds under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended (the Act). The new thresholds will go into effect on...more
1/26/2023
/ Antitrust Division ,
Antitrust Provisions ,
Civil Monetary Penalty ,
Federal Trade Commission (FTC) ,
Filing Fees ,
Hart-Scott-Rodino Act ,
Mergers ,
Pre-Merger Filing Requirements ,
Premerger Notifications ,
Size of Persons Test ,
Size of Transaction Test ,
Threshold Requirements
President Biden signed the Merger Filing Fee Modernization Act of 2022, bringing notable changes to the merger filing process and state antitrust enforcement. The Act does the following: 1) Dramatically increases merger...more