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Articles by Ben Gris
The Trump Era DOJ And FTC: A Return To Merger Remedies
The Biden Administration's de facto "no remedy" stance in merger reviews is no more. Under the current Trump Administration, the U.S. antitrust agency leaders are embracing a more pragmatic, transparent, and flexible stance, welcoming remedies as a legitimate tool to address competitive concerns. This new stance, however, does not signal unchecked dealmaking for transacting parties.
Antitrust In Focus - January 2025
AO A&O Shearman More A&O Shearman was formed in 2024 via the merger of two historic firms, Allen & Overy and Shearman & Sterling. With nearly 4,000 lawyers globally, we are equally fluent in English law, U.S. law and the laws of the world’s most dynamic markets. This combination creates a new kind of law firm, one built to achieve unparalleled outcomes for our clients on their most complex, multijurisdictional matters – everywhere in the world.
2025 Increases To HSR Notification Thresholds, Filing Fees, Interlocking Directorate Thresholds, And HSR Penalties
The Federal Trade Commission (FTC) has announced increases to the notification thresholds and premerger filing fees under the Hart-Scott-Rodino (HSR) Antitrust Improvements Act, which requires premerger notification of certain transactions to the FTC and the Antitrust Division of the U.S. Department of Justice.
FTC Secures Record USD5.68 Million Gun-Jumping Penalty
AO A&O Shearman More A&O Shearman was formed in 2024 via the merger of two historic firms, Allen & Overy and Shearman & Sterling. With nearly 4,000 lawyers globally, we are equally fluent in English law, U.S. law and the laws of the world’s most dynamic markets. This combination creates a new kind of law firm, one built to achieve unparalleled outcomes for our clients on their most complex, multijurisdictional matters – everywhere in the world.
FTC And DOJ Finalize New HSR Rules (Updated November 12, 2024)
AO A&O Shearman More A&O Shearman was formed in 2024 via the merger of two historic firms, Allen & Overy and Shearman & Sterling. With nearly 4,000 lawyers globally, we are equally fluent in English law, U.S. law and the laws of the world’s most dynamic markets. This combination creates a new kind of law firm, one built to achieve unparalleled outcomes for our clients on their most complex, multijurisdictional matters – everywhere in the world.
FTC And DOJ Finalize New HSR Rules
AO A&O Shearman More A&O Shearman was formed in 2024 via the merger of two historic firms, Allen & Overy and Shearman & Sterling. With nearly 4,000 lawyers globally, we are equally fluent in English law, U.S. law and the laws of the world’s most dynamic markets. This combination creates a new kind of law firm, one built to achieve unparalleled outcomes for our clients on their most complex, multijurisdictional matters – everywhere in the world.
Recent HSR Enforcement Action Underscores That The FTC Is Not Playing Games With HSR Act Violations
The U.S. antitrust agencies are routinely on alert for violations of the Hart-Scott-Rodino Antitrust Improvements Act of 1976 ("HSR Act"), even in instances where there are no competitive or otherwise apparent antitrust concerns. To showcase this, last week, the Federal Trade Commission ("FTC") announced an approximately $1 million civil penalty against an individual for his alleged failure to file his open market acquisition of Wells Fargo & Company ("Wells Fargo") shares.
FTC's Non-Compete Rule In Limbo Following Texas District Court's Preliminary Injunction
On July 3, 2024, the United States District Court for the Northern District of Texas (the "Court") in Ryan LLC v. Federal Trade Commission ("Ryan") preliminarily enjoined the U.S. Federal Trade Commission ("FTC") from enforcing its recently promulgated, but not yet effective, non-compete rule (the "Non-Compete Rule") against plaintiff Ryan LLC and certain trade groups serving as plaintiff-intervenors.
2024 Increases To HSR Thresholds, Filing Fees, HSR Penalties And Interlocking Directorate Thresholds - Antitrust, EU Competition - United States
The Federal Trade Commission ("FTC") has announced updated filing thresholds and related filing fees under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended (the "HSR Act"). The new HSR Act thresholds will go into effect 30 days after publication in the Federal Register (likely effective late February 2024) and will apply to all transactions closing on or after that date. We will provide an update upon publication that provides the effective date of the new HSR Act thresholds.
2024 Increases to HSR Thresholds, Filing Fees, HSR Penalties and Interlocking Directorate Thresholds | JD Supra
The Federal Trade Commission (“FTC”) has announced updated filing thresholds and related filing fees under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended (the “HSR Act”). The new HSR Act thresholds will go into effect 30 days after publication in the Federal Register (likely effective late February 2024) and will apply to all transactions closing on or after that date. We will provide an update upon publication that provides the effective date of the new HSR Act thresholds.
Laying a New Foundation – New FTC and DOJ Merger Guidelines Seek to Advance Biden Administration’s Aggressive Enforcement Vision | JD Supra
December 22, 2023 Tina Asgharian, Jessica Delbaum, Ben Gris, David Higbee, Jake Kotler, Ryan Leske, Noni Nelson, Djordje Petkoski, Rachel Mossman Zieminski Shearman & Sterling LLP + Follow x Following x Following - Unfollow Contact To embed, copy and paste the code into your website or blog: In the nearly three years since President Biden took office, it has become clear that his Administration has sought to develop an “inflection point”[1] for antitrust enforcement.
New Seventh Circuit Decision Brings Increased Risk for No-Hire and Non-Solicitation Clauses | JD Supra
On August 25, 2023, in Deslandes v.
Field Of Dreams: FTC And DOJ Seek To Build A New Playing Field For Challenging Mergers
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 field.
Field of Dreams: FTC and DOJ Seek to Build a New Playing Field for Challenging Mergers | JD Supra
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 field.
The US FTC and DOJ publish new stricter merger guidelines
Previous article Next article 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 field.
Michael Mitchell
Michael Mitchell is a partner in the Litigation practice at Shearman, based in Washington. He has nearly two decades of experience litigating and conducting trials in complex civil matters in federal and state courts and in government and regulatory investigations, having represented global financial institutions, companies, directors and officers, and individuals.
The US FTC and DOJ propose new merger guidelines
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 field.
Proposed Overhaul Of HSR Form Will Dramatically Increase Burden On Filers - Antitrust, EU Competition - United States
Overview 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 significant changes to the Hart-Scott-Rodino ("HSR") Form since it was created 45 years ago.
Proposed Overhaul of HSR Form Will Dramatically Increase Burden on Filers | JD Supra
Overview 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 significant changes to the Hart-Scott-Rodino (“HSR”) Form since it was created 45 years ago.
Supreme Court Unanimously Allows ‘Existential’ Constitutional Challenges to SEC & FTC to Be Brought in Federal Court | JD Supra
On Friday, the Supreme Court held, 9-0,[1] that two plaintiffs—Ms. Cochran and Axon Technologies—could bring their constitutional challenges against the SEC and the FTC directly in federal court, bypassing a statutorily created administrative process through which the agencies had asserted claims against them. Axon Enter. Inc. v. FTC, No. 21-86 (Apr. 14, 2023).[2] The Decision The SEC and the FTC—and many other agencies—often bring enforcement actions via administrative proceedings.
The US Supreme Court gives a unanimous ruling which endorses early challenge to the FTC proceedings in Federal Courts (Axon / FTC)
14 Apr 2023 On Friday, the Supreme Court held, 9-0, [1] that two plaintiffs—Ms. Cochran and Axon Technologies—could bring their constitutional challenges against the SEC and the FTC directly in federal court, bypassing a statutorily created administrative process through which the agencies had asserted claims against them. Axon Enter. Inc. v. FTC, No. 21-86 (Apr. 14, 2023). [2] The Decision The SEC and the FTC—and many other agencies—often bring enforcement actions via administrative proceedings.
UPDATE: FTC’s Updated Filing Fees, Increased HSR Thresholds and Increased Interlocking Directorate Thresholds for 2023 | JD Supra
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.
Update: FTC’s updated filing fees, increased HSR thresholds and increased interlocking directorate thresholds for 2023
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.
The FTC sets its sights on noncompete agreements, launches first major standalone section 5 claims
Introduction Last week, the FTC announced two significant moves. First, the FTC brought its first major standalone Section 5 actions,[1] targeting certain companies’ employment noncompete agreements as unfair methods of competition. The very next day, the FTC issued a Notice of Proposed Rulemaking that would ban nearly all employment noncompete agreements in the United States (the “Proposed Rule”).
Significant US HSR Filing Fee Changes Under The Merger Filing Fee Modernization Act | JD Supra
On December 29, 2022, President Biden signed into law The Consolidated Appropriations Act of 2023 also known as The Omnibus Funding Bill (the “Bill”).[1] The Bill includes the Merger Filing Fee Modernization Act[2] which provides for significant changes to the current filing fees under the Hart-Scott-Rodino Act (the “HSR Act”).
CMA Merger Control Jurisdiction to be Expanded Further | JD Supra
The U.K. Competition and Markets Authority (CMA) is expected to be granted wider jurisdictional powers for merger control enforcement in legislative proposals mentioned in today’s Queen’s Speech. The powers derive from the outcome of a consultation on reforming competition and consumer policy initially announced by the U.K. Government in April 2022.
Back to the Future—FTC Reinstates and Broadens Prior Approval Policy for Anticompetitive Mergers | JD Supra
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 Statement) that restores the FTC’s pre-1995 practice of routinely restricting future acquisitions by companies that pursue mergers the FTC deems to be anticompetitive.
Back To The Future—FTC Reinstates And Broadens Prior Approval Policy For Anticompetitive Mergers - Corporate/Commercial Law - United States
United States: Back To The Future—FTC Reinstates And Broadens Prior Approval Policy For Anticompetitive Mergers 01 November 2021 by Ben Gris , David Higbee , Jessica Delbaum , Noni Nelson and Ben Fleshman Shearman & Sterling LLP Your LinkedIn Connections with the authors To print this article, all you need is to be registered or login on Mondaq.com.
Biden Signs Executive Order Aimed At Promoting Competition In American Economy Using Antitrust Laws
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FTC Decreases HSR Thresholds Effective March 4, 2021
United States: FTC Decreases HSR Thresholds Effective March 4, 2021 04 February 2021 by David Higbee , Jessica Delbaum , Ben Gris and Jonathan Cheng Shearman & Sterling LLP Your LinkedIn Connections with the authors To print this article, all you need is to be registered or login on Mondaq.com. On February 2, 2021, 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").
Proposed HSR Rules Affect Investment Firms/Master Limited Partnerships and Minority Acquisitions | JD Supra
Overview The U.S. Federal Trade Commission (FTC) and U.S. Department of Justice Antitrust Division (“DOJ” and collectively, the “Agencies”) recently proposed changes[1] to two aspects of the Hart-Scott-Rodino Act (“HSR Act”).[2] The proposed rules are subject to public comment and are unlikely to come into effect for at least a few months to a year or even longer.
DOJ/FTC Release Long-Awaited Vertical Merger Guidelines
To print this article, all you need is to be registered or login on Mondaq.com. The U.S. Department of Justice (DOJ) and the Federal Trade Commission (FTC) (collectively, “Agencies”) released the final version of the Vertical Merger Guidelines (“Vertical Guidelines”) on June 30, 2020. The new Vertical Guidelines, which had not been updated in more than 35 years, outline how the Agencies will evaluate whether vertical mergers violate the federal antitrust laws.
DOJ/FTC Release Long-Awaited Vertical Merger Guidelines | JD Supra
The U.S. Department of Justice (DOJ) and the Federal Trade Commission (FTC) (collectively, “Agencies”) released the final version of the Vertical Merger Guidelines (“Vertical Guidelines”) on June 30, 2020. The new Vertical Guidelines, which had not been updated in more than 35 years, outline how the Agencies will evaluate whether vertical mergers violate the federal antitrust laws.
Html.Raw(Edgewell/Harry's: When A Maverick Is More Than Its Market Share - Corporate/Commercial Law - United States)
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Update - Antitrust And COVID-19 - Anti-trust/Competition Law - United States
To print this article, all you need is to be registered or login on Mondaq.com. 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, reshaped the way that many companies do business.
Update — Antitrust and COVID-19 | JD Supra
UPDATE — ANTITRUST AND COVID-19 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, reshaped the way that many companies do business.
FTC Increases HSR Thresholds Effective February 27, 2020
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FTC Increases HSR Thresholds Effective February 27, 2020 | JD Supra
Updated: May 25, 2018: JD Supra is a legal publishing service that connects experts and their content with broader audiences of professionals, journalists and associations.
Five Key Aspects of the Long-Awaited Revised Draft US Vertical Merger Guidelines | JD Supra
Updated: May 25, 2018: JD Supra is a legal publishing service that connects experts and their content with broader audiences of professionals, journalists and associations.
European Union And United States: Antitrust And Data
Enhancing consumer welfare is at the heart of competition law. Of the many facets that can be considered as consumer welfare, changes in price and output are the easiest to measure and have, therefore, traditionally been the de facto benchmark for assessing anticompetitiveness.
The Department of Defense’s Role in Merger Review
By David A. Higbee, Djordje Petkoski, Ben Gris & Mark G. Weiss – Within the Office of Industrial Policy, the Department of Defense has a leanly staffed unit which reviews and advises the antitrust agencies on the Pentagon’s views about mergers and acquisitions affecting the defense industry, including their effects on competition and national security. While the office is often overlooked by antitrust practitioners, it can wield significant influence in the merger review process.
FTC Increases HSR Thresholds Effective April 3, 2019 | JD Supra
Updated: May 25, 2018: JD Supra is a legal publishing service that connects experts and their content with broader audiences of professionals, journalists and associations.
Executive to Pay Civil Penalties for Not Reporting Compensation Share Acquisition Under HSR Act | JD Supra
JD Supra Privacy Policy Updated: May 25, 2018: JD Supra is a legal publishing service that connects experts and their content with broader audiences of professionals, journalists and associations.
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