Tag: Merger

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Today the FTC and DOJ released the FY 2014 Hart-Scott-Rodino Annual Report, which details the agencies’ merger review and enforcement program for October 1, 2013 through September 30, 2014. As the only complete source of data on federal merger enforcement, the HSR Report is worth a...
One of the key functions of the Bureau of Competition is to analyze mergers. Obtaining information through Second Requests is an essential aspect of our review process for proposed acquisitions. Even though the FTC and DOJ on average issue a Second Request in less than 5 percent of...
Every day, the PNO receives many inquiries for interpretations of the Hart-Scott-Rodino statute and rules. Recently, several questions have related to transactions involving rental property, which implicate 16 C.F.R.
The ability to appoint a monitor is an important tool in building a successful merger remedy. The boilerplate-style language FTC uses in merger orders when appointing a monitor belies the unique and varied roles that monitors play in assuring that the order maintains or restores...
I am pleased to announce that Ben Gris has been promoted to Assistant Director of the Mergers II Division. Ben joined Mergers II in 2006 from private practice, and became a Deputy Assistant Director of the shop in 2011.
Everywhere these days, folks are talking about big data. (Apparently, even machines are talking amongst themselves using big data in an ecosystem called the Internet of Things.)  Last week, Chairwoman Ramirez spoke about the privacy implications of the big data revolution, and...
The PNO handles Hart-Scott-Rodino Premerger Notification Filings for well over a thousand transactions each year. Each transaction requires the acquiring person to pay an HSR filing fee, which must be paid within two days of filing an HSR Form in order for the HSR waiting period to...
According to the Bureau’s Statement on Negotiating Merger Remedies, the goal of a structural merger remedy is to maintain or restore competition in the markets affected by the merger while allowing the parties to proceed with those parts of the merger that do not raise competitive...
Spring has come again, and with it, flocks of antitrust lawyers and economists have returned to Washington, DC for the ABA’s annual Antirust Law Spring Meeting. I have once again prepared the Bureau of Competition’s report on its activities and accomplishments over the past year...
From time to time, the Commission revises its rules of practice in the interest of fairness, flexibility and efficiency—in other words, to improve the process it relies on for its investigations, studies and adjudicative proceedings. For instance, in 2009, the Commission made...
Some will remember 1976 as the year of the nation’s bicentennial, but it was also the year that Congress gave the antitrust agencies an important tool to prevent harmful mergers before the harm occurs and before the assets and operations of the merging parties are joined in a way...
There is still time to submit public comments on the FTC’s proposal to study the effectiveness of its remedial orders in merger cases. Fifteen years have passed since the Bureau’s previous Divestiture Study, which resulted in a number of important findings that caused the Commission...
The Ninth Circuit today affirmed the district court’s ruling that the merger of St. Luke’s Health Systems, Ltd. and Saltzer Medical Group violated Section 7 of the Clayton Act. Nearly two years ago, the Commission and the State of Idaho filed a complaint in federal court alleging...
When Congress passed the Hart-Scott-Rodino Antitrust Improvements Act of 1976, it created minimum dollar thresholds to limit the burden of premerger reporting. In 2000, it amended the HSR statute to require the annual adjustment of these thresholds based on the change in gross...
The PNO handles Hart-Scott-Rodino Premerger Notification Filings for well over a thousand transactions each year. When you submit an HSR Form with all of the required information, the PNO can quickly review the filing, and if necessary, forward it to the investigative staff who will...
Every day, the Premerger Notification Office processes premerger notification filings for transactions reportable under the Hart-Scott-Rodino Act. The numbers are daunting: over 1,400 transactions requiring more than 2,800 filings in an average year. Not only does the PNO keep up...
As the calendar makes clear, summer is nearly over. For some, the transition to fall provokes thoughts of falling leaves, sharpened pencils, and warm beverages. For others, the end of summer means mulling over player rankings, sleepers, and early round strategies. While others have...
“The clock” is a central part of a merger lawyer’s life. HSR merger review is all about managing the clock effectively. Here are some things we’ve been known to say: Is the clock running? When does the clock start? How much time is on the clock? 
Today the FTC and DOJ released the 36th Annual Hart-Scott-Rodino Report, a document full of interesting data about federal merger review. The report covers transactions in which the merging parties filed HSR notification between Oct. 1, 2012 to Sept. 30, 2013, and federal merger...
Updated as of May 1. Here is a printable version of the instructions for delivering HSR filings. Do bike messengers read blogs about Hart-Scott-Rodino? Maybe not. But anyone who needs to file a HSR premerger notification form after April 25 should read on for information about how to...

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