Articles Posted in Merger Highlights

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,…

On September 25, 2012, the Federal Trade Commission (“FTC”) announced that Biglari Holdings, Inc., which owns Steak ‘n Shake and Western Sizzlin restaurant chains, agreed to pay $850,000 in civil penalties to resolve allegations that it failed to make a premerger notification filing in connection with its acquisition of 8.7% of the outstanding voting securities…

On September 19, Joseph Wayland, head of the Antitrust Division of the Department of Justice, spoke of the Division’s recent performance and future outlook at Georgetown Law’s 6th Annual Global Antitrust Enforcement Symposium.In his speech, he highlighted recent successes in tough litigation cases such as the one brought against AU Optronics Corporation for price fixing.…

On September 20, 2012, Canada’s Competition Bureau published the final version of its Enforcement Guidelines on the abuse of dominance provisions (sections 78 and 79) of the Competition Act. The Competition Bureau’s release of the Enforcement Guidelines replaces all of the Bureau’s previous publications on the abuse of dominance provisions. Abuse of dominance occurs when…

On September 4, 2012, the Antitrust Division announced that 3M Co. abandoned its plan to acquire Avery Dennison Corp.’s Office and Consumer Products Group after the Division informed 3M that it would sue to block the transaction.3M Response Later that day, 3M responded that it has only withdrawn its notification form filed under the Hart-Scott-Rodino…