Merging parties need to share information and cooperate while negotiating a merger, conducting due diligence, and navigating integration processes. These needs, however, often dovetail with antitrust laws—specifically, the Sherman Act and the Hart-Scott-Rodino Antitrust Improvements Act (HSR Act)—which strictly regulate conduct between parties prior to the closing of a merger or acquisition, and can impose personal and company liability. One liability arises when companies prematurely combine business operations, often referred to as “gun jumping.
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