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Antitrust Agencies Issue Final New Guidelines for Vertical Mergers
On June 30, 2020, the Department of Justice and a split Federal Trade Commission released the final version of their new Vertical Merger Guidelines , which outline how the federal antitrust agencies evaluate the competitive impacts of vertical mergers, as...
DOJ Wins Groundbreaking Arbitration to Resolve Merger Challenge
The U.S. Department of Justice Antitrust Division (DOJ) has prevailed in a first-of-its-kind arbitration, resolving its challenge to aluminum producer Novelis Inc.’s $2.6 billion proposed acquisition of rival Aleris Corporation. As a result of the arbitrator’s ruling in favor of...
FTC to Investigate Big Tech's Past Deals and Consider Broadening Merger Notification Requirements
In an unprecedented move further expanding its ongoing investigation of large technology companies, the Federal Trade Commission (FTC) has ordered Amazon.com , Apple, Facebook, Microsoft and Google to provide details about their acquisitions during the past 10 years that were...
HSR Notification Thresholds Increase for 2020
The Federal Trade Commission (“FTC”) has announced the annual revisions to the Hart-Scott-Rodino Antitrust Improvements Act (“HSR Act”) thresholds, which will become effective on February 27, 2020. The revised thresholds will apply to any merger or acquisition closing on or...
DOJ and FTC Propose Highly Anticipated Vertical Merger Guidelines
On January 10, 2020, the U.S. Department of Justice and the Federal Trade Commission released draft Vertical Merger Guidelines for public comment. The new guidelines, which will replace the outdated 1984 Non-Horizontal Merger Guidelines, are intended to assist the business...
DOJ Changes Criminal Policy to Recognize Antitrust Compliance Programs
In a major policy shift, the Antitrust Division of the Department of Justice recently announced that it will now credit companies for effective corporate antitrust compliance programs in making charging decisions and penalty recommendations. In conjunction with this change, the...
Oil & Gas Software Acquisition Challenged by Canadian Competition Regulator
Canada’s Competition Bureau (CCB) recently filed a challenge with the Canadian Competition Tribunal to unwind a U.S. private equity firm’s May 2019 acquisition of a company that offers reserves valuation and reporting software to Canadian oil and gas producers. Following...
Appellate Court Affirms Decision to Block Medical Merger
The U.S. Court of Appeals for the Eighth Circuit recently affirmed a district court’s issuance of a preliminary injunction to block the proposed merger of two North Dakota healthcare providers, Sanford Health/Sanford Bismarck and Mid Dakota Clinic, P.C. This decision...
D.C. Circuit Upholds Vertical Merger of AT&T and Time Warner
On February 26, 2019, the U.S. Court of Appeals for the D.C. Circuit unanimously affirmed a district court decision rejecting the U.S. Department of Justice’s challenge to AT&T’s $85 billion merger with Time Warner, cementing one of the biggest merger...
New HSR Notification Thresholds for 2019
The Federal Trade Commission ("FTC") has announced the annual revisions to the Hart-Scott-Rodino Antitrust Improvements Act ("HSR Act") thresholds, which will become effective on April 3, 2019. The revised thresholds will apply to any transaction closing on or after the...
FTC Decision Highlights Growing Divide on Vertical Mergers
The past couple of years have seen an increase in large “vertical” mergers, combinations of businesses operating within the same industry but at different levels of the supply chain. Some of the most high profile include AT&T/Time Warner, Cigna/Express Scripts...
Hey, No Poaching! Recent Developments in HR Antitrust
Faced with the tightest labor market in decades, businesses are vigorously competing for employees - particularly those with highly valued skills. Some executives faced with these pressures may be tempted to reach an agreement, or at least an informal understanding...
Latest Developments to Affect Antitrust M&A
The past month has seen interesting developments in the antitrust M&A arena, including the first ever successful private antitrust merger challenge resulting in a divestiture order, and the announcement by the Department of Justice’s Antitrust Division of several reforms aimed...
What the AT&T/Time Warner Decision Means for Antitrust Enforcement
On June 12, 2018, after a six-week trial, U.S. District Court Judge Richard Leon denied the U.S. Department of Justice’s request to block AT&T Inc.’s $85 billion acquisition of Time Warner Inc., one of the most high-profile merger challenges in...
FTC Warns That Money Doesn't Have to Change Hands to Trigger HSR Filing
In a recent blog posting , the Federal Trade Commission (FTC) issued an important reminder that companies and individuals may have reportable transactions under the Hart-Scott Rodino (HSR) Act even if no payment changes hands. This highlights the need for...