Robert B. Bell, Co-Chair of the Antitrust practice group, and Claudia R. Higgins, Partner in the Antitrust group, are quoted in the article “US Regulators Up Scrutiny Of Small Deals,” in Law360 on July 23, 2010. Law360 analysis shows that U.S. antitrust agencies have brought suit against and, in some cases, obtained divestitures in connection with an increasing number of transactions that fall below the reporting thresholds for the Hart-Scott-Rodino Act.
As more information is readily available online, antitrust agencies are more able to discover unreported transactions that appear to raise antitrust concerns. “Staff members have become much more adept at policing the marketplace,” said Ms. Higgins, who is a former Assistant Director for Regional Litigation at the Federal Trade Commission.
The article warns that companies dealing in transactions below the threshold should always do their own examinations of deals for potential competition issues, especially due to the antitrust agencies’ new vigilance. As these smaller deals do not have to be reported to the agencies before they are consummated, antitrust challenges that occur after the deal is done can be quite difficult for buyers, in particular. “Where there is a small transaction, there needs to be a very careful antitrust review, so counsel can understand what type of antitrust issues the transaction presents,” said Mr. Bell.
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