Articles Posted in Merger Highlights

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 U.S.…

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 26, 2012, the Federal Trade Commission (“FTC”) announced that it will allow Robert Bosch GmbH (“Bosch”) to acquire SPX Service Solutions, U.S. LLC (“SPX”) after Bosch entered into a settlement agreement that resolves the FTC’s allegations that Bosch’s acquisition of SPX, as originally proposed, would have been anticompetitive. In addition, Bosch and 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…

On November 14, the DOJ’s Antitrust Division entered into a settlement agreement that requires Exelon Corporation (“Exelon”) to pay $400,000 for a civil contempt violation of a consent decree. A consent decree is a binding agreement between the Antitrust Division and a defendant that is filed in federal district court and, upon entry, becomes a…

On October 31, 2012, the FTC issued a press release announcing its consent agreement that allowed Corning to acquire Beckton Dickinson’s Discover Labware Division in what the FTC alleges is a highly concentrated market.FTC Allegations From the FTC’s allegations and description of the relevant market, it appears to be an acquisition that reduces competition from…

On November 7, 2012, the FTC voted 5-0 to close its investigation of Hilcorp’s proposed acquisition of Marathon’s Cook Inlet, an Alaskan provider of natural gas without taking any action.While initial concerns were raised about the anticompetitive implications of a merger between two of the three main natural gas providers in Alaska, which combined account…

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…

On October 5, 2012, the FTC announced that it entered into a consent agreement requiring the divestiture of an acute inpatient psychiatric hospital in the El Paso, Texas/Santa Teresa, New Mexico area to resolve antitrust concerns arising from Universal Health Services, Inc.’s (“UNH”) proposed acquisition of Ascend Health Corporation (“Ascend”). Background On June 3, 2012,…