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FTC Proposes Significant Changes to HSR Filing Rules

October 8, 2020

The Federal Trade Commission has recently proposed major changes to the Hart-Scott Rodino (“HSR”) notification rules that would: 1) significantly change stock aggregation rules for funds with a common manager and 2) change the exemption which applies for acquisitions up to 10% of an issuer.

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Antitrust indictments for employer restraints against employees

January 12, 2021

On December 10, 2020, the Antitrust Division of the US Department of Justice (DOJ) indicted an individual employer owner, for the first time, for agreeing with a competing owner to reduce the wages that their workers were being paid. Moreover, on January 5, 2021, the DOJ indicted a corporation for conspiring with two competing employers to allocate a medical employment market by agreeing not to solicit each other’s senior employees.

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FTC suspends grants of early terminations and lowers minimum threshold for reporting acquisitions

February 12, 2021

The Hart-Scott-Rodino (HSR) Antitrust Improvements Act 1976 (as amended) is the pre-merger notification statute for the United States. It requires parties contemplating certain types of transaction involving the acquisition of assets, non-corporate interests (eg, limited liability company membership or partnership interests) or voting securities to file a notification form describing the transaction with the Federal Trade Commission (FTC) and the US Department of Justice and to wait a prescribed waiting period before consummating the transaction.

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Do three rights make a wrong? Private party challenging consummated merger can obtain divestiture years later

February 25, 2021

For the first time in history, a private party has successfully challenged an acquisition and obtained an order requiring a divestiture of a company that had been acquired years before the case was filed. In a highly anticipated decision, a court of appeals has affirmed that order.

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Pending legislative attempts to curb tech giants have much broader implications

March 25, 2021

A recent influx of proposed federal and state legislation seeks to strengthen and modernize the antitrust laws and expand antitrust enforcement. The political momentum behind these attempts reflects noisy bipartisan support for legislators to do something about the ever-growing economic power and political influence of Google, Facebook, Amazon and other so-called “tech giants.”

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