Antitrust Division Workload Statistics Show Increase in Merger Filings, Enforcement Actions
The Department of Justice Antitrust Division opened 90 merger investigations and filed 13 merger cases in Fiscal Year (FY) 2011 (October 1, 2010, to September 30, 2011). The uptick in enforcement activity over the past couple of years was in response to an increase in merger activity.
Increase in HSR Filings
According to recently released workload statistics, summarizing Antitrust Division activities over the preceding 10-year period (FY 2002 – 2011), there were 1,450 premerger notifications under the Hart-Scott-Rodino (HSR) Act in FY 2011.
The number of HSR filings in FY 2011 was more than double the number in FY 2009 (716). From FY 2010 (1,166) to FY 2011, there was a more than 24 perc [...]
U.S. Department of Justice Litigates to Block Two Mergers
The U.S. Department of Justice (“DOJ”) has blocked two mergers in the past several months, in each case after filing a lawsuit against the merging parties. The first case involved a relatively small transaction in the digital tax business involving H&R Block and 2nd Story Software. The second case was the high-profile proposed acquisition by AT&T of rival wireless telephone carrier T-Mobile USA. These cases illustrate an uptick in U.S. merger enforcement and an increased willingness on the part of the DOJ to challenge mergers in court. They also illustrate a resistance on the part of DOJ to accepting concessions proposed by parties seeking to obtain clearance of horizontal merge [...]
Bill Baer Named to Serve as AAG in Charge of Justice Department Antitrust Division
On February 3, the White House announced President Barack Obama’s intention to nominate Bill Baer to serve as Assistant Attorney General in charge of the Department of Justice Antitrust Division.
There was much speculation that Baer would be named to head the Antitrust Division after Sharis A. Pozen, the current acting assistant attorney general for antitrust, announced her intention to resign just over one week ago (see January 24 blog post). Pozen plans to leave the Justice Department at the end of this month to return to private practice.
Bill Baer is currently the head of the antitrust group at the Washington, D.C. office of Arnold & Porter, LLP. Baer held a number of high-level positi [...]
Fines Mounting in Department of Justice Auto Parts Cartel Investigation
The Department of Justice today announced a total of $548 million in fines resulting from a second round of charges in the government’s ongoing investigation into collusive activity in the auto parts industry.
Two more Japanese companies have agreed to plead guilty for their roles in multiple price fixing and bid rigging conspiracies in the sale of parts to automobile manufacturers in the United States. The Antitrust Division announced that Japanese suppliers of automotive electrical components—Yazaki Corporation and DENSO Corporation—have agreed to pay a total of $548 million in criminal fines.
The latest fines, when taken together with a $200 million fine imposed last November on Fur [...]
Acting Antitrust Chief Pozen Plans to Step Down in April
Less than six months after her appointment as Acting Assistant Attorney General in charge of the Department of Justice Antitrust Division, Sharis A. Pozen has announced her resignation, effective as of April 30, 2012. Late yesterday, the Justice Department issued a statement announcing the departure.
There was no word on who would replace Pozen. However, there is speculation in the media that Bill Baer, head of the antitrust group at the Washington, D.C. office of Arnold & Porter, LLP. might be on the short-list of candidates. Baer has held a number of high-level positions at the Federal Trade Commission, including director of the FTC’s Bureau of Competition.
The current deputy assistant a [...]
A Look Back at the Enforcement Efforts of the Federal Antitrust Agencies in 2011
Having filed over 100 cases in the last 12 months, the Department of Justice Antitrust Division was especially active in 2011. The vast majority of those cases were criminal matters; however, 2011 will most likely be remembered for the Antitrust Division’s merger enforcement efforts.
The Antitrust Division reviewed a number of mega-mergers in 2011. While the most of merger filings were approved by the Justice Department without challenge or with conditions in a consent decree, there were notable court battles.
Among the most significant of these was the federal/state challenge to AT&T’s proposed $39 billion acquisition of T-Mobile USA Inc. from Deutsche Telekom. The parties ultimately ab [...]
U.S. Justice Department Conditionally Approves Combination of Stock Exchange Groups, European Review Still Pending
The prospects for the merger of Deutsche Börse AG and NYSE Euronext are looking a little brighter, since the U.S. Department of Justice Antitrust Division conditionally approved the transaction yesterday.
U.S. antitrust approval is a major hurdle; however, the combination of the two leading stock exchange groups, which was announced in February, still requires clearance by the European Commission (EC).
Although the Antitrust Division settlement would only resolve concerns over the merger’s impact on U.S. markets, it indicates that the parties are willing to make concessions to get the deal done. It is a positive sign for a deal that continues to evolve in an effort to satisfy EC competiti [...]
Proposed Combination of Tax Software Makers Violates Section 7 of the Clayton Act
The federal district court in Washington, D.C. yesterday released its Memorandum Opinion explaining its October 31 order enjoining H&R Block, Inc.’s proposed acquisition of 2SS Holdings, Inc.—the maker of “TaxACT” tax preparation software.
The court took a traditional approach in reviewing the merger and concluded that the transaction, which would have combined the second and third-largest providers of digital do-it-yourself (DDIY) tax preparation products, violates Section 7 of the Clayton Act. It began by defining the relevant market. After determining that the Department of Justice made out its prima facie case of anticompetitive effects based on market concentration, the court co [...]
AT&T/T-Mobile Deal, Antitrust Division Regional Office Closures Addressed at Justice Department Oversight Hearing
While Attorney General Eric Holder spent much of his time at today’s Senate Judiciary Committee Department of Justice Oversight hearing responding to question’s about the “Fast and Furious” law enforcement operation, he also was asked to provide his thoughts on some recent developments at the Antitrust Division.
Senator Herb Kohl (D-WI), chairman of the Senate Antitrust, Competition Policy and Consumer Rights panel, questioned the Attorney General on the Justice Department’s readiness to pursue its court challenge to block AT&T Inc.’s planned acquisition of T-Mobile USA, Inc. The Senator sought confirmation from the Attorney General that the Justice Department was prepared to tak [...]
Federal Antitrust Agencies Offer Guidance to Health Care Providers Forming Accountable Care Organizations
Today, several federal agencies, including the federal antitrust agencies, issued rules and guidance for assisting health care providers in the formation of new accountable care organizations (ACOs).
An ACO is a group of health care providers or suppliers or a network of groups—often affiliated with a hospital—collaboratively manage and coordinate care for Medicare beneficiaries. Under the Patient Protection and Affordable Care Act, ACOs will serve fee-for-service beneficiaries through Medicare’s Shared Savings Program (MSSP) and must sign up with the Centers for Medicare & Medicaid Services (CMS) to participate in the program for at least three years, starting January 1, 2012. ACO par [...]
