July Antitrust Bulletin

July 1, 2016

FTC Raises Civil Penalty Maximums

On June 29, 2016, the Federal Trade Commission (FTC) adjusted the maximum civil penalties for violations of 16 provisions, including the premerger filing notification violation provisions under the Hart-Scott-Rodino (HSR) Act. The penalty for failing to file a notice required by the HSR Act will now be $40,000 per day. The increases come pursuant to the Federal Adjustment Improvements Act of 2015, which requires federal agencies to adjust for inflation, and will take effect on August 1, 2016.

Chemical Company Pleads Guilty to Price Fixing

On June 16, 2016, GEO Specialty Chemicals, Inc. pled guilty in New Jersey federal court to price fixing in violation of the Sherman Act. According to the plea agreement, GEO will pay $5 million in installments over five years. The Department of Justice (DOJ) alleged that GEO played a role in a cartel that fixed prices for liquid aluminum sulfate, which is used to treat drinking water and wastewater and in paper manufacturing. As part of the agreement, GEO will report to the DOJ regarding antitrust compliance and remediation efforts. This is the first corporate prosecution to emerge from the DOJ’s ongoing investigation into price fixing, bid rigging and customer allocation in the liquid aluminum sulfate industry. One individual defendant has pled guilty and two others have been indicted in connection with the alleged conspiracy.

Federal Judge Rejects FTC’s Challenge to Chicago Healthcare Merger

On June 14, 2016, an Illinois federal judge ruled that the FTC cannot prevent Advocate Health Care and NorthShore University Health System from finalizing their merger. The judge found that the FTC had not provided sufficient evidence that the merger would harm healthcare competition in the Chicago area, and took particular exception to the government’s market definition. The FTC filed suit in 2015 to prevent the deal from moving forward, arguing that the merged entity would control six out of the 11 hospitals in Chicago’s North Shore area and thus increase healthcare costs. The hospitals argued that the merger would instead cut costs for patients. One day after the District Court’s decision was announced, the FTC filed an appeal with the Seventh Circuit.

Microsoft Inks Deal to Acquire LinkedIn for $26.2 Billion

On June 13, 2016, Microsoft announced that it will acquire LinkedIn in its biggest deal to date, which is expected to close by the end of 2016. Microsoft will pay a total of $26.2 billion in an all-cash transaction to break into the social media market. LinkedIn will retain its brand and culture as a professional social platform, and Microsoft CEO Satya Nadella expressed plans to expand LinkedIn’s services by connecting LinkedIn profiles with Windows, Outlook, Skype and Office. The deal is subject to regulatory approval in the U.S., EU, Canada and Brazil. European Commission Competition chief Margrethe Vestager indicated after the deal was announced that the EC’s probe would likely focus on the data purchased in the deal.

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