More than 82% of merger enforcement actions announced by the U.S. antitrust agencies in 2024 involved a litigated challenge (complaint) or the deal being abandoned. But only 17 enforcement actions were reported in total—well...more
3/28/2025
/ Acquisitions ,
Antitrust Investigations ,
Antitrust Litigation ,
Antitrust Violations ,
Competition ,
Department of Justice (DOJ) ,
Enforcement Actions ,
Federal Trade Commission (FTC) ,
Merger Reviews ,
Mergers ,
Transparency
The heightened focus on antitrust and competition issues that has defined dealmaking globally over the past few years looks set for readjustment since President Trump re-entered the White House. Under the Biden...more
2/14/2025
/ Antitrust Division ,
Biden Administration ,
Big Tech ,
Competition ,
Department of Justice (DOJ) ,
Enforcement Actions ,
Enforcement Priorities ,
Federal Trade Commission (FTC) ,
Hart-Scott-Rodino Act ,
Healthcare ,
Merger Controls ,
Mergers ,
Presidential Appointments ,
Private Equity ,
Trump Administration
The Hart-Scott-Rodino Antitrust Improvements Act of 1976 (HSR Act) requires all parties to transactions that meet certain transaction size and other tests to file premerger notification forms for mergers and other...more
The long-awaited new HSR rules have finally been released. On October 10, 2024, the Federal Trade Commission (FTC), with concurrence of the Department of Justice (DOJ) (collectively, the Agencies), released the 460-page final...more
10/30/2024
/ Acquisition Agreements ,
Antitrust Provisions ,
Corporate Sales Transactions ,
Department of Justice (DOJ) ,
Federal Trade Commission (FTC) ,
Filing Requirements ,
Hart-Scott-Rodino Act ,
Merger Agreements ,
Merger Controls ,
New Rules ,
Pre-Merger Filing Requirements ,
Premerger Notifications ,
Regulatory Reform ,
Regulatory Requirements
Key Points - GLP-1 agonists have ushered in a new era in anti-obesity medication policy considerations against the backdrop of a continued focus by policymakers on both drug access and pricing. CMS has taken steps to clarify...more
5/29/2024
/ Abbreviated New Drug Application (ANDA) ,
Centers for Medicare & Medicaid Services (CMS) ,
Drug Pricing ,
Federal Trade Commission (FTC) ,
Food and Drug Administration (FDA) ,
Inflation Reduction Act (IRA) ,
Medicare ,
Medicare Modernization Act ,
Medicare Part D ,
National Institute of Health (NIH) ,
Orange Book ,
Patents ,
Pharmaceutical Industry
Recent actions by antitrust agencies globally deliver on their promises for increased scrutiny of private equity sponsored transactions and strategies in at least three ways....more
The year 2023 will be remembered as a challenging one for private equity (PE), with complexities to navigate on many fronts. Traditional debt financing was expensive and scarce, expectations on valuations were tricky to...more
3/12/2024
/ Antitrust Provisions ,
Carbon Capture and Sequestration ,
CFIUS ,
China ,
Corporate Transparency Act ,
Divestiture ,
Domestic Dealmaking ,
Drug Pricing ,
Energy Sector ,
Foreign Direct Investment ,
Foreign Investment ,
Greenhouse Gas Emissions ,
Healthcare ,
Investment ,
Life Sciences ,
Liquidity ,
Mergers ,
Non-Compete Agreements ,
Prescription Drugs ,
Private Equity ,
Private Equity Firms ,
Renewable Energy ,
Reporting Requirements ,
UK ,
Unions ,
Venture Capital
Key Points -
The HSR Act requires parties that meet certain transaction size and other tests to file premerger notification forms for mergers and other transactions with both the Federal Trade Commission (FTC) and...more
Key Takeaways -
An FTC merger settlement in the $5.2 billion transaction between EQT and Quantum, two producers of natural gas in the Appalachian Basin, signals the antitrust agencies’ new approach to analyzing the potential...more
11/22/2023
/ Antitrust Division ,
Consent Order ,
Federal Trade Commission (FTC) ,
Hart-Scott-Rodino Act ,
Joint Venture ,
Mergers ,
Natural Gas ,
Popular ,
Settlement ,
Sherman Act ,
Supply Chain ,
The Clayton Act
On July 19, 2023, the Federal Trade Commission (FTC) and the Antitrust Division of the Department of Justice (DOJ) (collectively, the “Agencies”) issued a draft update of the Merger Guidelines (hereinafter, the “Proposed...more
For the first time in nearly 45 years, the Federal Trade Commission (FTC), with support from the Antitrust Division of the Department of Justice (DOJ) (collectively, the “Agencies”), proposed a complete redesign of the...more
Congress is taking a closer look at business practices in the health care sector and considering bipartisan reforms in light of increasing consolidation and its perceived affects on patient access and affordability. Various...more
Key Points -
In a unanimous decision, the Supreme Court held in Axon v. FTC that the FTC Act (and the SEC Act) do not prohibit a federal court from hearing challenges to the constitutionality of either Commission’s...more
On February 13, 2023, U.S. Senate Majority Whip Dick Durbin (D-IL), Chair of the Senate Judiciary Committee, sent a letter to the Antitrust Division of the Department of Justice (DOJ) and the Federal Trade Commission (FTC)...more
Key Points -
The HSR Act requires parties that meet certain transaction size and other tests to file premerger notification forms for mergers and other transactions with both the Federal Trade Commission and Department of...more
1/25/2023
/ Acquisitions ,
Antitrust Division ,
Antitrust Provisions ,
Department of Justice (DOJ) ,
Federal Trade Commission (FTC) ,
Filing Fees ,
Hart-Scott-Rodino Act ,
Interlocking Directorate ,
Mergers ,
Pre-Merger Filing Requirements ,
Premerger Notifications ,
Section 8 ,
Size of Persons Test ,
Size of Transaction Test ,
The Clayton Act ,
Threshold Requirements
The Biden-Harris administration and Congress appear poised to continue focusing on drug pricing issues this year, most notably with the Centers for Medicare & Medicaid Services moving forward with implementation of the drug...more
Key Points -
On December 29, 2022, President Biden signed the Fee Modernization Act into law as part of the $1.7 trillion omnibus government spending bill.
The Fee Modernization Act substantially increases HSR filing...more
Key Takeaways -
The antitrust agencies have lost three litigated merger challenges in less than one month. The DOJ Antitrust Division lost challenges to UnitedHealth/Change and U.S. Sugar/Imperial Sugar while the FTC lost...more
Key Points -
As part of the antitrust agencies’ public commitment to investigate and prosecute competitive harm in labor markets, the DOJ Antitrust Division fined three major U.S. poultry processors and a data consulting...more
8/22/2022
/ Antitrust Division ,
Antitrust Violations ,
Data Privacy ,
Department of Justice (DOJ) ,
Employer Liability Issues ,
Hart-Scott-Rodino Act ,
Poultry ,
Sherman Act ,
State Data Privacy Laws ,
Wage and Hour ,
Wage-Fixing
Key Takeaways -
Prior informal interpretations from the Premerger Notification Office have permitted companies to exclude debt paid off at closing from the calculation of the statutory size of transaction test, under...more
Key Points Federal Trade Commission (FTC) and Department of Justice Antitrust Division (DOJ) have temporarily suspended discretionary grants of early termination of the waiting period under the Hart-Scott-Rodino (HSR)...more
2/5/2021
/ Acquisitions ,
Antitrust Provisions ,
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
Key Points
- Until recently, the McCarran-Ferguson Act of 1954 made the “business of insurance,” including the business of health insurance, immune from federal antitrust laws.
- The Competitive Health Insurance Reform...more
Key Points
- The Hart-Scott-Rodino (HSR) Antitrust Improvements Act of 1976 requires parties that meet certain transaction size and other tests to file premerger notification forms with both the Federal Trade Commission...more
2/3/2021
/ Acquisitions ,
Antitrust Division ,
Antitrust Provisions ,
Department of Justice (DOJ) ,
Federal Trade Commission (FTC) ,
Hart-Scott-Rodino Act ,
Mergers ,
Premerger Notifications ,
Size of Persons Test ,
Size of Transaction Test ,
Threshold Requirements
In this episode, Akin Gump antitrust partners Gorav Jindal and Corey Roush, fresh off a two-week trial, discuss the nuts and bolts of litigating during the COVID-19 pandemic.
Among the topics covered:
- Antitrust litigation...more
- The Hart-Scott-Rodino Antitrust Improvements Act of 1976 requires parties that meet certain transaction size and other tests to file premerger notification forms with both the Federal Trade Commission and Department of...more
1/28/2020
/ Acquisitions ,
Antitrust Division ,
Department of Justice (DOJ) ,
Federal Trade Commission (FTC) ,
Filing Fees ,
Hart-Scott-Rodino Act ,
Mergers ,
Premerger Notifications ,
Size of Persons Test ,
Size of Transaction Test ,
Threshold Requirements