The DOJ condemns pre-merger coordination requiring target company to sell factory (Flakeboard America / SierraPine)

On November 7, 2014, the United States Department of Justice, Antitrust Division (DOJ) announced a $5 million agreement to settle charges that Flakeboard and SierraPine had engaged in unlawful pre-merger coordination [1]. The DOJ’s complaint alleged that the parties’ conduct constituted both a per se unlawful agreement between competitors to reduce output and allocate customers in violation of Section 1 of the Sherman Act and a premature transfer of beneficial ownership (commonly referred to as “gun jumping”) in violation of the HSR Act [2]. While the DOJ’s action underscores that merging parties must remain separate and independent competitors during the HSR review period, it is especially noteworthy in that it condemns, as per se illegal under the Sherman Act, the actions of the

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Authors

  • Skadden, Arps, Slate, Meagher & Flom (New York)
  • Skadden, Arps, Slate, Meagher & Flom (New York)
  • Skadden, Arps, Slate, Meagher & Flom (New York)

Quotation

Clifford H. Aronson, Matthew P. Hendrickson, Kenneth B. Schwartz, The DOJ condemns pre-merger coordination requiring target company to sell factory (Flakeboard America / SierraPine), 7 November 2014, e-Competitions Bulletin November 2014, Art. N° 70982

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