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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 December 13, 2013, the FTC announced that both the Music Teacher’s National Association, Inc. (“MNTA”) and the California Association of Legal Support Professionals (“CALSPro”) agreed to eliminate provisions in their codes of ethics that limited competition among their members, in order to settle potential litigation brought by the FTC. Background According to the FTC,…

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,…

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 alleges…

On November 28, 2012, the DOJ announced that Amerigroup’s sale of its subsidiary, Amerigroup Virginia Inc., to Inova Health System Foundation (“Inova”) addressed the agency’s concerns with WellPoint’s proposed $4.9 billion acquisition of Amerigroup. The DOJ said that the merger, as originally proposed, would have lessened competition substantially in the provision of Medicaid managed care…

On November 16, 2012, the Antitrust Division filed a civil antitrust lawsuit against eBay Inc., alleging that it violated antitrust laws when it entered into an agreement not to recruit or hire Intuit Inc.’s employees.The Antitrust Division’s lawsuit was filed in the U.S. District Court in the Northern District of California, in San Jose. The…

On November 15, 2012, the FTC approved Hertz Global Holdings, Inc.’s (“Hertz”) acquisition to acquire Dollar Thrifty Automotive Group inc. (“Dollar Thrifty”). The transaction was cleared after Hertz agreed to sell its Advantage Rent A Car (“Advantage”) business including 43 on-airport locations as well as 29 Dollar Thrifty on-airport locations to remedy alleged competitive harm…

Increasingly, China’s antitrust reviews of global transactions have resulted in long investigations delaying the closing of many deals. This article outlines the Chinese merger review process and summarizes some of China’s merger decisions.Background China’s Anti-Monopoly Law (“AML”) took effect on August 1, 2008. Three agencies enforce the AML. The Ministry of Commerce (“MOFCOM”) reviews mergers…

On October 12, 2012, the FTC voted 5-0 to approve a consent order resolving competitive concerns related to Magnesium Elektron’s acquisition of Revere Graphics.In September 2007, Magnesium Elektron acquired the assets of Revere Graphics for $15 million. Magnesium Elektron and Revere Graphics produce magnesium plates for photoengraving. The FTC was concerned the proposed merger would…