The Premerger Notification Office of the Federal Trade Commission (“FTC”) and the Antitrust Division of the Department of Justice (“DOJ”) announced that their review of Hart-Scott-Rodino (“HSR”) filings will continue despite...more
As organizations are working to respond to the 2019 novel coronavirus (known as “COVID-19”), the U.S. Department of Justice (“DOJ”) issued a reminder that emergency efforts do not negate the requirement to adhere to the...more
3/13/2020
/ Antitrust Provisions ,
Antitrust Violations ,
Bid Rigging ,
Competition ,
Coronavirus/COVID-19 ,
Crisis Management ,
Department of Justice (DOJ) ,
Emergency Response ,
Infectious Diseases ,
Preventive Health Care ,
Price-Fixing ,
Public Health
The U.S. Department of Justice and the Federal Trade Commission (collectively, “Agencies”) recently released for public comment their much-anticipated draft Vertical Merger Guidelines (“Guidelines”) that purport to “outline...more
1/30/2020
/ Acquisitions ,
Antitrust Provisions ,
Comment Period ,
Competition ,
Department of Justice (DOJ) ,
Draft Guidance ,
Federal Trade Commission (FTC) ,
Horizontal Merger Guidelines ,
Merger Controls ,
Mergers ,
Public Comment ,
Regulatory Agenda ,
Rulemaking Process ,
Vertical Mergers
Providers that are not financially or clinically integrated must keep separate operations. This can extend to the use of a common agent for the non-integrated providers. The U.S. Department of Justice and Federal Trade...more
The fact that a merger might be anticompetitive is not a reason to prohibit a transaction if all of the elements of the “failing firm defense” are met, as described below. In fact, the antitrust agencies have long recognized...more
On September 16, 2019, the Federal Trade Commission (“FTC”) and the Antitrust Division of the Department of Justice (“DOJ”) released their combined Hart-Scott-Rodino Annual Report (“Report”) for fiscal year 2018 (covering the...more
Last September, Makan Delrahim, the Assistant Attorney General for the Antitrust Division of the Department of Justice (“DOJ”), announced efforts to streamline antitrust merger reviews with a stated goal of completing the...more
The Antitrust Division of the Department of Justice (“DOJ”) has a process that allows organizations to seek written opinions from the agency on whether proposed conduct will violate the antitrust laws. (The Federal Trade...more
The Antitrust Division of the U.S. Department of Justice (“DOJ”) recently released guidance outlining how DOJ evaluates antitrust corporate compliance programs as part of its Corporate Leniency program. This guidance...more
Parties involved in health care transactions subject to the reporting requirements of the Hart-Scott-Rodino Antitrust Improvements Act (“HSR” or “Act”) frequently ask whether submission of the HSR Notification and Report...more
2/28/2019
/ Acquisitions ,
Antitrust Provisions ,
Confidential Information ,
Contractual Safeguards ,
Department of Justice (DOJ) ,
Federal Trade Commission (FTC) ,
FOIA ,
Hart-Scott-Rodino Act ,
Information Sharing ,
Mergers ,
Public Disclosure ,
Sensitive Business Information
The Hart-Scott-Rodino Antitrust Improvements Act (“HSR”) (section 7A of the Clayton Act, 15 U.S.C. §18a) requires parties to a transaction meeting certain size thresholds to complete and file a Notification and Report Form...more
The Statements of Antitrust Enforcement Policy in Health Care (“Policy Statements”), issued jointly by the Department of Justice and Federal Trade Commission, provide, at Statement 3, guidelines for evaluating whether a joint...more
Given the importance of population health management, providers (whether as part of a value-based arrangement or otherwise) share clinical information to help develop best practices and quality initiatives. Current guidance...more
On October 3, 2018, at a hearing before the U.S. Senate Subcommittee on Antitrust, Competition Policy, and Consumer Rights (“Hearing”), Makan Delrahim, the Assistant Attorney General for the Antitrust Division of the...more
Under the Trump administration, the Antitrust Division of the U.S. Department of Justice (“DOJ”) (and, to some extent, the Federal Trade Commission) has emphasized its role as an antitrust “enforcer” and not a “regulator.”...more
The Horizontal Merger Guidelines (“Guidelines”), issued jointly by the U.S. Department of Justice and the Federal Trade Commission (collectively, “Agencies”), at section 10, states that “the Agencies will not challenge a...more
Section 8 of the 2010 Horizontal Merger Guidelines (issued jointly by the U.S. Department of Justice and the Federal Trade Commission) states that “the Agencies consider the possibility that powerful buyers may constrain the...more
While federal officials have stated their intent to persist in questioning vertical relationships that they hypothesize cause downstream economic effects on product flow and prices, a recent loss by the Department of Justice...more
7/3/2018
/ Antitrust Provisions ,
AT&T ,
Cable Television Providers ,
Competition ,
Department of Justice (DOJ) ,
Health Insurance ,
Insurance Industry ,
Merger Agreements ,
Mergers ,
The Clayton Act ,
Time Warner ,
Vertical Mergers
Recent decisions outside of the health care industry—including the defeated efforts (at least at the district court level) to block the merger of AT&T and Time Warner and the recent decision from the Second Circuit upholding...more
Collaborations among competitors or potential competitors can take many forms, the most common being a joint venture. The Antitrust Guidelines for Collaboration Among Competitors, issued jointly by the Federal Trade...more
According to the “Statement of Antitrust Enforcement Policy Regarding Accountable Care Organizations Participating in the Medicare Shared Savings Program” (“Policy Statement”), issued by the Federal Trade Commission and the...more
Last week, Barry Nigro, the Deputy Assistant Attorney General (“DAAG”) of the U.S. Department of Justice (“DOJ”), delivered a keynote address at the 2018 Antitrust in Healthcare Conference, co-sponsored by the American Bar...more
The Federal Trade Commission (“FTC” or “Commission”) and the Antitrust Division of the Department of Justice (“DOJ”) share responsibility for merger enforcement under section 7 of the Clayton Act. However, differences in the...more
The Federal Trade Commission and the Antitrust Division of the U.S. Department of Justice (collectively, the “Federal Antitrust Enforcement Agencies”) have made a concerted effort of late to describe themselves as “antitrust...more
On April 11, 2018, the Federal Trade Commission (“FTC”) and the Department of Justice (“DOJ”) released their 40th Annual Hart-Scott-Rodino Report (“HSR Report”) detailing merger enforcement activity in fiscal year 2017...more