On June 27, 2023, the Federal Trade Commission (FTC) announced a proposal for a radical overhaul to the Hart-Scott-Rodino (HSR) premerger notification program that, if adopted, would dramatically increase costs, burden and...more
The Hart-Scott-Rodino (HSR) Act thresholds, which govern when acquisitions must be reported to the Department of Justice and Federal Trade Commission, will increase slightly more than 10% in February 2023. The minimum...more
On January 5, 2023, the Federal Trade Commission published a proposed rule that would categorically ban noncompete agreements between employers and a broad class of “workers,” including independent contractors and unpaid...more
1/24/2023
/ Comment Period ,
Contract Terms ,
Employment Contract ,
Federal Trade Commission (FTC) ,
FTC Act ,
Non-Compete Agreements ,
Proposed Rules ,
Public Comment ,
Restrictive Covenants ,
Section 5 ,
Unfair Competition
On December 29, 2022, President Joe Biden signed a funding bill into law that includes provisions that significantly change the filing fees for mergers & acquisitions notifiable under the Hart-Scott-Rodino (HSR) Act.
For...more
In April 2022, Assistant Attorney General Jonathan Kanter, head of the US Department of Justice’s Antitrust Division, fired a warning shot to companies: “For too long, our Section 8 enforcement has essentially been limited to...more
On May 16, 2022, eight months after President Joe Biden announced his intention to nominate Alvaro Bedoya to serve as a commissioner of the Federal Trade Commission, Bedoya was sworn in. The FTC includes five commissioners –...more
Nearly a year after the Supreme Court stripped the FTC of its ability to obtain equitable monetary relief under Section 13(b) of the Federal Trade Commission Act (FTCA) in AMG Capital Management LLC v. FTC, the Commission...more
To strengthen enforcement, the US Department of Justice (DOJ) and the Federal Trade Commission (FTC) are undertaking a review of the Horizontal Merger Guidelines, last revised by the Obama administration in 2010, and the...more
Basic ‘size-of-transaction’ threshold now $101 million -
The Hart-Scott-Rodino Act thresholds, which govern when mergers and acquisitions must be reported to the US Department of Justice and Federal Trade Commission, will...more
On July 9, President Joe Biden issued an executive order on “Promoting Competition in the American Economy.” With 72 initiatives and directives by more than a dozen federal agencies, the order seeks to aggressively “reduce...more
The US Supreme Court ruled last week that the Federal Trade Commission doesn’t have the authority to seek equitable monetary relief in federal court under Section 13(b) of the FTC Act in AMG Capital Management LLC v. FTC....more
Parties to transactions requiring filings under the Hart-Scott-Rodino (HSR) Act are already facing considerable headwinds from US President Joe Biden’s antitrust enforcement agencies on important substantive and procedural...more
Baseline HSR threshold now $92 million The Hart-Scott-Rodino Act requires that parties to certain transactions, including mergers and acquisitions, acquisitions of voting securities, and assets and minority investments, file...more
2/2/2021
/ Acquisitions ,
Antitrust Division ,
Department of Justice (DOJ) ,
Federal Trade Commission (FTC) ,
Filing Fees ,
Hart-Scott-Rodino Act ,
Interlocking Directorate ,
Mergers ,
Section 8 ,
Size of Persons Test ,
Size of Transaction Test ,
The Clayton Act ,
Threshold Requirements
Covid-19 has made 2020 into a year like no other with ‘stay at home’ orders and working from home the new normal. Nonetheless, the tech and pharma industries continued to attract immense antitrust scrutiny, with daily reports...more
The US Federal Trade Commission and Department of Justice announced proposed changes to the rules governing Hart-Scott-Rodino (HSR) filings that, if implemented, would significantly increase the number of transactions that...more
Reaction to recent trial losses; focus of enforcement will remain on mergers between competitors -
On June 30, the US Department of Justice and the Federal Trade Commission published new Vertical Merger Guidelines...more
Even before the COVID-19 crisis, artificial intelligence and algorithms, particularly in the context of pricing, were a focus of the Federal Trade Commission and the Department of Justice’s Antitrust Division. With the...more
COVID-19 has disrupted supply and demand for public health products and other essential goods and services. In response to surging demand, prices for many of these items have increased sharply. These increases have drawn...more
The US Department of Justice Antitrust Division and Federal Trade Commission issued a joint statement on Tuesday, March 24, making clear to the public that “firms, including competitors, can engage in procompetitive...more
Antitrust FAQs for Merging Parties -
What modifications have the FTC and DOJ made for transactions reportable under the Hart-Scott-Rodino Act? Will timing to receive HSR clearance be impacted?...more
Basic threshold $94 million effective February 27 -
Filing thresholds under the Hart-Scott-Rodino Act will increase 4.4%, effective February 27, 2020, based on the change in the US gross national product during 2019. The...more
1/30/2020
/ Acquisitions ,
Antitrust Provisions ,
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
In the wake of record-setting volume and value metrics in 2018, practitioners eyed the 2019 deal market with healthy skepticism. Despite a slight downward tick in momentum and overall deal statistics, 2019 remained a robust,...more
The Federal Trade Commission has promised vigorous antitrust enforcement in life sciences industries, with Chairman Joe Simons promising a "robust program to identify and stop anticompetitive conduct, especially in the...more
Basic threshold now $90 million -
Filing thresholds under the Hart-Scott-Rodino Act will increase in mid-March by approximately 6.6%, based on the change in the US gross national product. The most critical threshold, which...more
As 2019 kicks off, the Cooley antitrust group highlights 10 recent developments and trends corporate counsel should be aware of – from the US Supreme Court and lower courts, the Department of Justice and Federal Trade...more
1/10/2019
/ Antitrust Division ,
Antitrust Litigation ,
Antitrust Provisions ,
Antitrust Violations ,
Competition ,
Corporate Counsel ,
Department of Justice (DOJ) ,
Federal Trade Commission (FTC) ,
FRAND ,
Mergers ,
Patents ,
Popular ,
Sherman Act ,
The Clayton Act ,
UK Brexit