The US DoJ files a complaint against an activist investor before the US District Court for the Northern District of California for violations of the Hart-Scott-Rodino Act (ValueAct)

On April 4, 2016, the U.S. Department of Justice, Antitrust Division (DOJ) led a complaint against activist investor ValueAct Capital in California federal court, requesting a $19 million fine for violations of the Hart-Scott-Rodino (HSR) Act’s notifcation provisions [1]. The DOJ’s complaint alleged that ValueAct’s purchase of over $2.5 billion in voting securities of Halliburton Co. and Baker Hughes Inc. after they had announced a merger was not a passive investment eligible for the “investment only” HSR exemption. While the Federal Trade Commission (FTC) has consistently stated that this exemption is very narrow, its position has never been challenged in court [2].This case could be a significant development with far-reaching implications for