Tag: Antitrust
Assessing Overlapping Boards After DOJ Crackdown
Over the past year, the U.S. Department of Justice has garnered headlines by issuing press releases announcing that directors have stepped down from 10 company boards, in response to DOJ concerns that their roles violated the Clayton Act’s Section 8 prohibitions on interlocking directorates.In October 2022, the DOJ announced the resignation of directors from […]
New Hart-Scott-Rodino Act Thresholds and Filing Fees Announced
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 “size-of-transaction” threshold will increase from $101 million to $111.4 million. The increases, which are based on changes in […]
HSR Filing Fees Increase Substantially for Large Transactions, Boost FTC and DOJ Antitrust Enforcement Funding
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 transactions valued at more than $5 billion, HSR filing fees are set to jump approximately 800% – […]
Major Reforms Proposed for UK Merger Control: What Dealmakers Need to Know
On April 20, 2022, the UK government announced wide-ranging reforms to UK competition and consumer law policy, including significant threshold changes to the UK merger control regime. In particular, while the government aims to retain the UK’s voluntary and non-suspensory merger regime, the proposed reforms plan to expand the already extensive […]
Hart-Scott-Rodino Act Thresholds Jump in 2022
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 jump 9.8% in February 2022. The basic “size-of-transaction” threshold will increase from $92 million to $101 million. The FTC announced […]
Antitrust Trends to Look Out for in 2022
One year into his administration, President Joe Biden has made clear that aggressive competition policy is on the agenda. With a team of progressives filling leadership roles at the Federal Trade Commission and in the Antitrust Division of the US Department of Justice, companies are able to predict what the […]
Cooley’s 2021 Tech M&A Year in Review
General trends in tech M&A Hello, (virtual) world once again! Despite everyone’s efforts in 2021, including the rollout of vaccines and varying rounds of lockdowns and work-from-home mandates, a true “return to normal” for M&A dealmakers was foiled anew by COVID-19 and its variants. Undeterred by the pandemic, high target […]
Cooley’s 2021 Life Sciences M&A Year in Review
General trends in life sciences M&A Although the COVID-19 pandemic that defined 2020 continued to shape much of the life sciences industry in 2021, the way that it did was markedly different. While 2020’s M&A landscape was characterized by whiplash volatility from choppy deal activity in the first half of […]
President Biden’s Executive Order on Competition: Three Important Takeaways for Tech and Life Sciences Companies
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 the trend of corporate consolidation, increase competition, and deliver concrete benefits to America’s consumers, workers, farmers, and small businesses.” […]
HSR Headwinds: FTC Hits ‘Pause Button’ on HSR Early Terminations
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 issues that will delay transactions closing and potentially increase compliance costs and burdens. The HSR Act requires parties to transactions that meet certain financial thresholds to notify the […]