Articles Posted in Merger Highlights

On February 18, 2014, the American Antitrust Institute (“AAI”), together with the Food & Water Watch reiterated calls for the Department of Justice (“DOJ”) to block the planned merger of the milling activities of ConAgra-Cargill, CHS and Horizon Milling into a new joint-venture called Ardent Mills.  According to the complainants, the merger would effectively concentrate…

On Feb. 13th, 2014, the Chinese Ministry of Commerce (MOFCOM) unveiled its long-awaited Interim Rule on Applicable Standards for Simple Merger Review Cases. While many interested groups hailed this development as a positive step taken by the MOFCOM towards a comprehensive “fast-track” review procedure for simple cases which exists in the U.S. and in the…

On January 24, 2014, the FTC won its court battle against St. Luke’s Health System’s acquisition of a large primary physician group – the Saltzer Medical Group – in Nampa, Idaho. Background  In March 2013, the FTC filed a complaint for an injunction against St. Luke’s, alleging that the Saltzer acquisition, which was not reportable…

Background The Trial Judge’s Opinion The United States District Court for the Northern District of California agreed with the DOJ’s characterization of Bazaarvoice’s June 2012 acquisition as one that eliminated its “closest and only serious competitor”.  In reaching its decision, the court applied the 2010 Horizontal Merger Guidelines (“Guidelines”) and relied heavily on pre-merger “hot…

On November 1, 2013, the FTC commissioners unanimously voted to close a seven month investigation of the proposed Office Depot/OfficeMax merger.  The Commission issued a statement regarding its decision to close the transaction without taking any action. Background Regarding FTC’s Successful Challenge to Staples/Office Depot In 1997, the Commission blocked the proposed combination of Staples,…

The Department of Justice's Antitrust Division (“Antitrust Division”) and the Federal Trade Commission (“FTC”) will accept Hart-Scott-Rodino (“HSR”) premerger notification filings during the U.S. federal government shutdown. The Antitrust Division and the FTC split reviews under the HSR Act, which requires that mergers or acquisitions worth over $70.9 million must notify the federal government. The…

In June and July of 2013, the Department of Justice's (“DOJ”) Antitrust Division, at the request of the Federal Trade Commission (“FTC”), filed two civil suits against alleged violators of pre-merger notification filing requirements under the Hart-Scott-Rodino (“HSR”) Act of 1976. HSR Act Currently, the HSR Act imposes notification and waiting period requirements on individuals…

On April 2, 2013, the Federal Trade Commission (“FTC”) and Charlotte Pipe and Foundry, (“Charlotte Pipe”), a leading producer and seller of cast iron soil pipes (“CISP”) used for sewage and drainage in the United States, entered into a settlement agreement to resolve the FTC's concerns related to Charlotte Pipe's acquisition of its competitor, Star…

On March 12, 2013, the FTC and the Idaho Attorney General jointly filed a complaint in federal district court seeking to block St. Luke's Health System, Ltd.'s acquisition of Saltzer Medical Group P.A., Idaho's largest independent, multi-specialty physician practice group. The transaction was consummated on December 31, 2012. According to the FTC, the joint complaint…

On January 10, 2013, the Department of Justice's Antitrust Division (“DOJ”) filed a lawsuit challenging Bazaarvoice Inc.'s acquisition of PowerReviews Inc. The transaction was consummated on June 2012. Transaction Was Not Reported Under HSR Act The DOJ's investigation of this transaction began shortly after the deal was consummated. The transaction was not reported to the…