The Federal Trade Commission ("FTC") unanimously issued a final rule expanding the requirements of premerger filings under the Hart-Scott-Rodino Antitrust Improvements ("HSR") Act of 1976. The HSR Act requires parties to...more
The Federal Trade Commission (FTC) finalized a comprehensive overhaul of the premerger notification program. Firms considering a merger or acquisition that meets the filing thresholds should prepare for a more onerous...more
After what is described as “intense negotiations” among the commissioners, the Federal Trade Commission (FTC) has unanimously approved a substantial overhaul to the rules governing the documents and information that must be...more
The Situation: To address a perceived enforcement gap, the European Commission ("EC") has issued guidelines expanding the types of non-reportable transactions subject to its "upward referral mechanism," which permits EU...more
Now, more than ever, health care organizations are facing complex antitrust issues as their mergers/acquisitions, hiring, contracting, and private funding are being scrutinized by the federal and state governments. Proper...more
Canadian businesses may soon face tougher standards in merger review if amendments being considered by the government to include “structural presumptions” and more onerous remedy standards in merger reviews are passed into...more
There are five crucial areas of focus that will impact mergers, acquisitions and corporate governance going forward: New Hart Scott Rodino (HSR) rules are expected in weeks, not months....more
In this article from The Threshold, the authors recap a panel on theories of labor harm in mergers, sponsored by the Mergers and Acquisitions Committee of the American Bar Association Section of Antitrust Law....more
Private equity is squarely in the cross hairs of regulators; the Department of Justice Antitrust Division, the Federal Trade Commission, and the U.S. Department of Health and Human Services recently announced the launch of a...more
In fiscal year 2022, merger transactions and second requests decreased from the prior year....more
The European Commission’s (“Commission”) substantially revised Market Definition Notice (“Revised Notice”) will make it significantly easier for it to allege that mergers and other transactions (“mergers”) are likely to...more
In June 2023, the Federal Trade Commission (“FTC”) issued a proposed rule that would dramatically change, and increase the burden of, Hart-Scott-Rodino Act (the “HSR Act”) pre-merger antitrust filings. Many observers expect...more
In June 2023, the Federal Trade Commission (FTC), in conjunction with the Antitrust Division of the U.S. Department of Justice (DOJ), issued a Notice of Proposed Rulemaking to amend the premerger notification form and...more
The Federal Trade Commission (FTC) and Department of Justice (DOJ), Antitrust Division announced that they will hold three workshops regarding their jointly issued Draft Merger Guidelines. The first virtual workshop will be...more
As part of the Fiscal Year (FY) 2024 New York State Budget, New York adopted legislation that granted the Department of Health (DOH or Department) oversight of certain health care transactions involving physician practices...more
On June 27, 2023, the Federal Trade Commission (FTC), with the concurrence of the U.S. Department of Justice (USDOJ), released a 133-page Notice of Proposed Rulemaking (NPRM) seeking to overhaul the Hart-Scott-Rodino Act of...more
The Federal Trade Commission (“FTC”) and U.S. Department of Justice Antitrust Division (“DOJ”) have proposed to expand dramatically the scope and burden of preparing a merger filing in the United States. The proposed changes...more
On July 19, 2023, the Federal Trade Commission and Department of Justice Antitrust Division announced sweeping changes to how they review deals. The agencies published new “Merger Guidelines” that identify the competition...more
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 Justice (DOJ)...more
On July 9, 2021, President Biden issued an Executive Order, in which he described the nation’s antitrust laws as the “first line of defense against the monopolization of the American economy” and encouraged the Federal Trade...more
Antitrust scrutiny of M&A remained high during 2021, and merging parties continued to make follow-on divestitures designed to obtain antitrust clearance for their main transaction....more
The Justice Department filed a complaint in the US District Court for the District of Columbia to block Penguin Random House’s acquisition of Simon & Schuster. Penguin Random House is the largest book publisher in the world...more
In an extraordinary, perhaps unprecedented, action, parties to a proposed deal that had been under investigation for about nine months closed the transaction almost immediately upon expiration of the Hart-Scott-Rodino (“HSR”)...more
In the wake of the COVID-19 crisis, many companies will be facing significant financial difficulties for which the only viable solution to remain a going concern will be acquisition by another company. It is safe to predict...more
2018 M&A Numbers - Following 2017’s market decline, overall M&A volume trended in a positive direction in 2018. While the almost 20,000 transactions closed globally in 2018 did represent a 15 percent drop from the previous...more