This new stance, however, does not signal unchecked dealmaking for transacting parties. The Federal Trade Commission (FTC) and Department of Justice (DOJ) are simultaneously emphasizing that robust, evidence-based enforcement...more
Sanctions for procedural merger control infringements in 2024 did not meet the lofty heights of previous years. But merging parties should not be complacent. The number of infringement decisions increased. The U.S. and China...more
The transaction notification regime under the EU Foreign Subsidies Regulation (FSR) is now over a year old. To date, intervention levels are low. But assessing whether a filing is required, and gathering the extensive...more
Regulatory intervention levels are rising. The concerns of antitrust authorities and foreign investment (FDI) regulators are evolving and can be unpredictable. Allocation of merger control execution risk in deal documents...more
3/5/2025
/ Antitrust Division ,
Antitrust Provisions ,
Competition ,
Department of Justice (DOJ) ,
European Commission ,
Foreign Direct Investment ,
Foreign Investment ,
Merger Controls ,
Mergers ,
Regulatory Requirements ,
Risk Management ,
Sellers
Speeding up review periods remained a priority for antitrust authorities outside the U.S. They did this through formal rule changes or adjustments in practice. But the increasing complexity of the issues raised by some deals,...more
Tech sector deals are seeing rising mortality rates. AI partnerships are moving up the authorities’ agenda for scrutiny and enforcement. Overall, however, antitrust intervention in 2024 once again focused on transport, energy...more
2/28/2025
/ Antitrust Division ,
Antitrust Provisions ,
Artificial Intelligence ,
Competition ,
Energy Sector ,
Enforcement Actions ,
European Commission ,
Federal Trade Commission (FTC) ,
Mergers ,
Regulatory Agenda ,
Technology Sector ,
UK
Antitrust authorities continue to make use of powers to scrutinize deals falling below merger control filing thresholds. Many that don’t have that ability, want it. The European Commission (EC) remains the frontrunner in...more
Antitrust authorities killed more deals in 2024, marking a third year of rising mortality levels. Where prohibition was on the cards, many dealmakers abandoned their transactions rather than staying the course. The U.S....more
Private equity acquisitions—notably roll-up strategies—continued to face antitrust scrutiny in 2024. As did serial acquisitions by non-PE acquirers. Headwinds were particularly strong in the U.S., but breezes from other...more
2/27/2025
/ Antitrust Provisions ,
Competition ,
Enforcement Actions ,
Federal Trade Commission (FTC) ,
Hart-Scott-Rodino Act ,
Merger Controls ,
Mergers ,
Popular ,
Private Equity ,
Private Equity Firms ,
Regulatory Agenda
The number of deals cleared with conditions fell sharply in 2024. Many antitrust authorities remained skeptical of whether merger remedies can effectively address antitrust concerns, choosing instead to challenge and...more
Merger control and foreign investment hurdles contributed to a challenging 2024 for M&A. 2025 looks more promising, with pro-business agendas and regulatory easing in key jurisdictions expected to fuel a surge in dealmaking...more
On January 7, 2025, the U.S. Federal Trade Commission announced a record USD5.68m civil penalty to settle alleged pre-merger coordination in violation of the HSR Act. This settlement is the largest dollar penalty that has...more
1/15/2025
/ Antitrust Litigation ,
Antitrust Violations ,
Civil Monetary Penalty ,
Competition ,
Enforcement Actions ,
Federal Trade Commission (FTC) ,
Gun-Jumping ,
Hart-Scott-Rodino Act ,
Mergers ,
Oil & Gas ,
Unfair Competition
M&A practitioners anticipate a ‘Trump bump’ -
The scale of Donald Trump’s victory in the presidential election – and the fact the Republicans now have full control of Congress – has been greeted with optimism by U.S....more
12/20/2024
/ Acquisitions ,
Artificial Intelligence ,
Biden Administration ,
CFIUS ,
China ,
Competition ,
Corporate Governance ,
Department of Justice (DOJ) ,
Foreign Investment ,
Global Dealmaking ,
Global Market ,
Legislative Agendas ,
Merger Controls ,
Mergers ,
National Security ,
Securities and Exchange Commission (SEC) ,
Tariffs ,
Tax Reform ,
Trump Administration ,
US Trade Policies
Welcome to the latest edition of M&A Insights, where we bring together partners from across the A&O Shearman network to explore the themes shaping global dealmaking.
The election of Donald Trump as President is expected to...more
12/18/2024
/ Acquisitions ,
Artificial Intelligence ,
Banking Sector ,
Buyers ,
CFIUS ,
China ,
Competition ,
Corporate Governance ,
Cryptocurrency ,
EU ,
European Central Bank ,
Foreign Investment ,
Global Dealmaking ,
Global Market ,
Immigration ,
Legislative Agendas ,
Listing Standards ,
Machine Learning ,
Merger Controls ,
Mergers ,
National Security ,
Private Equity ,
Regulatory Agenda ,
Securities and Exchange Commission (SEC) ,
Sellers ,
Tariffs ,
Technology Sector ,
Trade Relations ,
Trump Administration ,
UK ,
UK Competition and Markets Authority (CMA) ,
United States ,
US Trade Policies
In our biannual M&A trends report we explore the possible impact of the new U.S. administration on dealmaking, the dynamics of transatlantic M&A, private equity exits, and Mario Draghi’s proposals to reshape the European...more
12/18/2024
/ Acquisitions ,
Artificial Intelligence ,
Banking Sector ,
Buyers ,
CFIUS ,
China ,
Competition ,
Corporate Counsel ,
Corporate Governance ,
Cryptocurrency ,
EU ,
European Central Bank ,
Foreign Investment ,
Global Dealmaking ,
Global Market ,
Immigration ,
Legislative Agendas ,
Listing Standards ,
Machine Learning ,
Merger Controls ,
Mergers ,
National Security ,
Private Equity ,
Regulatory Agenda ,
Securities and Exchange Commission (SEC) ,
Sellers ,
Tariffs ,
Technology Sector ,
Trade Relations ,
Trump Administration ,
UK ,
UK Competition and Markets Authority (CMA) ,
United States ,
US Trade Policies
On August 5, 2024, the United States Department of Justice (“DOJ”) filed a rare[1] gun jumping[2] civil lawsuit and proposed settlement in the United States District Court for the Southern District of New York against Legends...more
8/8/2024
/ Acquisitions ,
Antitrust Division ,
Antitrust Violations ,
Civil Monetary Penalty ,
Competition ,
Department of Justice (DOJ) ,
Gun-Jumping ,
Hart-Scott-Rodino Act ,
Mergers ,
Popular ,
Pre-Merger Filing Requirements ,
Regulatory Requirements ,
Settlement ,
Sherman Act
Proposed FTC and DOJ Merger Guidelines Formalize Biden Administration’s Aggressive Vision for Merger Enforcement – Top Ten Takeaways -
When losing, some players seek to change the rules. Others seek to change the playing...more
Earlier this week, the Federal Trade Commission and the Antitrust Division of the U.S. Department of Justice (the “Antitrust Agencies”) announced proposed changes to the premerger notification process that mark the most...more
The new Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended (the “HSR Act”) thresholds will go into effect on February 27, 2023 and will apply to all transactions closing on or after that date. As previewed in...more
1/26/2023
/ Antitrust Division ,
Antitrust Provisions ,
Department of Justice (DOJ) ,
Federal Trade Commission (FTC) ,
Filing Fees ,
Hart-Scott-Rodino Act ,
Interlocking Directorate ,
Mergers ,
Size of Transaction Test ,
The Clayton Act ,
Threshold Requirements
On December 29, 2022, President Biden signed into law The Consolidated Appropriations Act of 2023 also known as The Omnibus Funding Bill (the “Bill”). The Bill includes the Merger Filing Fee Modernization Act which provides...more
On November 10, 2022, the Federal Trade Commission (FTC) issued a policy statement (the “Policy Statement”) radically expanding the FTC’s interpretation of prohibited “unfair methods of competition” under Section 5 of the FTC...more
11/18/2022
/ Acquisitions ,
Antitrust Provisions ,
Antitrust Violations ,
Competition ,
False Advertising ,
Federal Trade Commission (FTC) ,
FTC Act ,
Mergers ,
Section 5 ,
Unfair Competition ,
Unfair or Deceptive Trade Practices
On Monday, October 25, 2021, the Federal Trade Commission (FTC) voted along party lines to approve (3-2 with Commissioner Phillips and Commissioner Wilson dissenting) a new Prior Approval Policy Statement (Prior Approval...more
The U.S. Federal Trade Commission (FTC) and U.S. Department of Justice Antitrust Division (“DOJ” and collectively, the “Agencies”) recently proposed changes to two aspects of the Hart-Scott-Rodino Act (“HSR Act”). The...more
- US Agencies Encourage COVID-19-Related Collaboration
- Practical Tips for Information Sharing & Document Creation
- Possible Delays to US Merger Approvals
The ongoing COVID-19 outbreak has, at least temporarily,...more
On January 28, 2020, the U.S. Federal Trade Commission (FTC) announced the annual changes to the thresholds for the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended (the “HSR Act”). The new size of transaction...more
1/29/2020
/ Acquisitions ,
Antitrust Division ,
Department of Justice (DOJ) ,
Federal Trade Commission (FTC) ,
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