Antitrust & Merger Investigations Resources
Principles for Negotiating with Regulators in Second Request Discovery
Very few things can incite more stress and urgency for legal and compliance teams than an HSR Second Request. Notorious for their tight deadlines and high stakes, second requests require organizations to process, review and produce large quantities of documents in a matter of only weeks or months. Failure to properly comply can result in significant delays to M&A proceedings.
Event Preview: Discussing Merger Control Uncertainties at the Advanced EU Competition Law Conference
Merger control guidelines in Europe and around the world are continuing to shift. Organisations are facing a range of uncertainties in terms of how government authorities are handling current business, regulatory and economic turbulence, and what the implications will be for merger clearance decisions.
FTI Technology Addresses Complex Technical and Logistical Challenges Across Numerous Emerging Data Sources in High-Profile Second Request
When a Second Request investigation was initiated as part of a large and high-profile technology industry acquisition, the companies were required to produce more than 8TB of data across a wide range of digital sources. Many of these were emerging data sources for which compliance and e-discovery controls and workflows had not yet been developed. As a long-time trusted advisor to the law firm representing the client, FTI Technology was engaged to handle e-discovery for the matter and create solutions to ensure relevant documents could be identified, collected, processed, reviewed and produced from the emerging data sources in scope.
Incorporating Data Analytics into a Company’s Antitrust Compliance Review, Monitoring, and Audit Program
Proactive compliance monitoring programs are becoming increasing important to mitigate the risks and fallout associated with rising regulatory enforcement. It’s important to note that these programs can be implemented without significant resources or investment in new tools. With the right planning and expertise, a company’s existing data and systems can be used to incorporate data analytics and communications monitoring into any compliance program.
M&A Risk Assessment Internal Investigation
A large U.S.-based law firm conducting an internal risk assessment investigation for a client’s acquisition faced data privacy restrictions impeding the review of 11 million documents.
Assess & Advise: Pre-Acquisition Cryptocurrency Assessment
FTI Technology’s cryptocurrency experts provide in-depth audit of digital assets, business model and infrastructure in support of due diligence activities.
FTI Technology’s Connect and Enrich Capabilities Provide an Innovative Solution for Emerging Data Sources in Large-Scale Antitrust Investigation
A global life sciences company announced the planned acquisition of a competitor, triggering a large-scale antitrust investigation by the United States government. The investigation, commonly referred to as a Second Request, entailed collecting 43 TBs of data, then processing, reviewing and producing only the relevant information to regulators within a three-month window.
2022 Forecast: FTI Technology Predictions from EMEA, Part 2
Every year, we gather a series of predictions from our consultants across regions and practice areas. It’s a way of reflecting on how our clients challenges and needs evolve from year to year, and capturing the key areas we expect to support our clients in during the year ahead. In Part 1 of this series, Jon Chan shared outlooks from across our EMEA e-discovery practice. This post provides a roundup of predictions for the region across antitrust, information governance and data privacy.
Roundtable: Competition Authorities Increase Data Scrutiny in Technology Industry Transactions
While a decade ago, competition authorities were primarily interested in market data and economic assessments for merger control and antitrust review, in the last three to five years that focus has extended to internal documents, and what people in the businesses are saying to each other about a transaction. Even more recently, alongside the rise of data privacy concerns, authorities have begun to show increasing interest in company-controlled user and customer data and the ways that it will be used post-merger, especially in situations involving technology companies and platforms.
With New Second Request Reforms, FTC Lays Heavier Hand on Competition Control
Last week, the Federal Trade Commission’s Bureau of Competition issued a blog post detailing its new plans to make the Second Request process “more streamlined and more rigorous.” The changes—five specific and sweeping reforms to existing Second Request practices as well as plans to revise the current Model Second Request—come in response as the Commission aims to handle a record-number of merger requests and an increase in potentially anti-competitive deals.
FTI Technology Delivers Vast Data Identification and Remediation Exercise for Multi-National Acquisition in Response to Unprecedented DG Comp Provision
When the EU Commission’s competition department, DG Comp, reviewed an acquisition involving a European manufacturer and a multi-billion-dollar U.S.-based manufacturer, they provided conditional approval for the deal, contingent upon an unprecedented provision. For the purchase to move forward, the target company would need to identify and destroy all instances of specified third-party IP across its entire IT landscape. This was the first time DG Comp had ordered a data-driven remedy in a merger clearance decision.
Corporate Data Challenges in EMEA in 2021: The Intersection of Data and M&A (Part 2 of 4)
This second post in the series is focused on an area that our team, and my work, is heavily involved in: the data and privacy issues associated with M&A, and the regulatory clearance processes that are increasingly associated with getting the deal through.
Data-Driven Challenges in Merger Investigations
I recently joined a Global Competition Review panel of M&A experts to discuss the effects and legal implications of several data-related issues on the merger review process. The panelists from Latham & Watkins, O2 and the European Commission/DG Commission brought a broad range of insights across regulatory, in-house legal and outside counsel perspectives.
GCR Survey Report: Investigations, Data and Compliance
The pandemic and its ripple effects have impacted us all in many ways, including how we work. Suddenly, millions of workers worldwide made the shift to remote work - adopting new schedules, communication systems, and business practices. Antitrust practitioners were no different.
M&A 2021: Navigating Data Challenges and Competition Control
2021 is shaping up to be a record year for M&A activity. Where deals stalled in 2020 resulting from the impact of the pandemic, 2021 has revealed renewed optimism with signs of accelerated activity. With these new opportunities, however, organizations pursuing M&A deals will also face new challenges.
Data-Driven Challenges in Merger Investigations
During this webinar, we discuss several emerging data-driven challenges that organisations should consider when evaluating the legal implications of a proposed M&A deal and developing a strategy for responding to antitrust agencies during the merger review process.
M&A in Canada 2021: Navigating Data Challenges and Competition Control
For legal professionals focused on Canada related merger and acquisitions, the latest data trends and updated guidance from the Competition Bureau must be well understood to better navigate the current climate.
How Cartel Investigations are Evolving Alongside Data and Technology Advancements
Ashley Brickles recently participated in a cartels workshop hosted by Concurrences, alongside speakers from Herbert Smith Freehills, the Court of Justice of the European Union (CJEU), General Electric and the European Commission department for competition (DG COMP). The panellists comprised a diverse set of backgrounds and perspectives, which provided for a lively and educational session that covered procedural changes in cartel investigations, privacy concerns that have arisen in competition proceedings and the extent of the Commission’s investigatory powers.
Data Risks and Challenges in M&A Transactions
At the recent PrivSec Global event, Sonia Cheng, Senior Managing Director and EMEA Head of Information Governance & Privacy at FTI Consulting, led a panel with Ahmed Baladi, Privacy & Cybersecurity partner at Gibson, Dunn & Crutcher and Linda NiChualladh, Head of Privacy (Legal) at Citi. The session covered the underlying risks and considerations associated with data in M&A transactions and the skills needed to brave a complex M&A data landscape.
Second Request Case Study Round Table: Advanced Workflows with Analytics
Senior Managing Director Wendy King, Managing Director Jon Murdock and Senior Director Myron Williams sit down to discuss the use of Brainspace and advanced workflows to accelerate a time-sensitive quick look second request.
FTI Consulting Leads Massive Internal Documents Inquiry in Multibillion Euro Merger
In an ongoing Phase II merger clearance investigation, FTI’s client needed to respond to a Request for Information (‘RFI’) received from DG Comp that required the identification, preservation, searching, and production of internal documents from thirty-eight employees over three years.
Roundtable Discussion: How a High-Stakes FTC Quick Look Inspired E-Discovery Workflow Innovation
The E-Discovery Consulting & Services practice within FTI Consulting’s Technology segment recently completed e-discovery for a Federal Trade Commission quick look as part of the second request for a merger between two healthcare industry companies. Using Brainspace’s Technology Assisted Review (TAR) model, the team developed novel workflows to enable efficient e-discovery in the face of a number of unique circumstances. We recently chatted with the team involved on the case, which was led by Senior Managing Director Wendy King and included Managing Director Jon Murdock and Senior Director Myron Williams, to understand how the matter was different from other second request inquiries. They discussed the challenges involved and shared details around the new workflows FTI developed as part of the engagement.
FTI Helps Biotech Company Meet Second Request Deadline for Major Merger
A major biotechnology company was seeking Federal Trade Commission regulatory approval of $1.2B merger. The agency issued a Second Request requiring a rapid response. The amount of relevant data to collect and review amounted to several terabytes. Also, there was an additional challenge in that the company’s systems were located primarily in the cloud, with data housed within multiple non-traditional platforms including Slack, Confluence, Workplace by Facebook, Asana, Box and more. The FTI team was able to work quickly with the diverse data sources to target, collect, and review over 12 million documents, helping the corporation to achieve compliance within the deadline set by the FTC.
Merger Clearance Investigations - Increased Rigor and Emphasis on Internal Documents
Historically, when two companies have proposed a merger or acquisition, European competition authorities evaluated various economic and market analyses to determine whether the transaction would establish too dominant of a position for the companies in any given market. Now, regulators, particularly DG Comp and competition agencies in the UK, Germany and France, are increasingly interested in the review of contemporaneous internal documents.
Form Follows Function: Negotiating the Second Request Process with Government Regulators
There may be no process in the entire legal business fraught with more urgency than an HSR Second Request. Legal teams are expected to process, review and produce a large quantity of documents in only a few months. Failure to properly comply can result in significant delays. Because of this, there is an enormous temptation to begin the review the moment a Second Request is announced. This temptation, however, must be resisted until some key "gating factors" are negotiated with the government.
Responding to Multiple Government Requests to Aid Multi-Billion Dollar Merger
FTI Consulting’s client, one of the largest life sciences corporations in the world, was responding to government requests in the US, Canada and Europe, relating to its multi-billion dollar merger with a US-based corporation. As trusted advisors to the client, FTI’s M&A and competition investigation experts were ready to help.
Retail Industry Merger Aided by FTI Technology’s Second Request Expertise
Prepare for and respond to antitrust regulators in the United States, Canada and Europe.
Healthcare Merger Aided in Second Request and Litigation by FTI Technology’s Managed Review and Analytics
Respond to a “second request” issued by the federal trade commission in 60 days, and prepare for impending antitrust litigation.
FTI Consulting Showcases Second Request Expertise with RelativityOne
FTI Consulting—a global advisory firm with decades of experience handling the riskiest and most complex matters in e-discovery—has an impressive track record for managing huge, multinational projects. When they applied RelativityOne to their global playbook for Hart-Scott-Rodino second requests, they achieved a speed and scale that exceeded expectations.
FTI Technology Helps Build a Better Case for Merger between Two Manufacturing Companies
A large US manufacturing company announced an acquisition of a competing company based in Europe, and faced antitrust investigations from both US and European regulators. The data spanned the globe and a number of formats, including cloud-based Microsoft 365.
FTI Technology’s Antitrust Expertise Aids in Energy Merger
A large energy industry company planned to acquire a competitor. Given the size of the companies and the likely impact of the deal across the market, the companies anticipated regulatory scrutiny in the form of a Department of Justice (DOJ) antitrust “Second Request” investigation.
FTI Balances Competing Concerns in Major Telecom Merger to Deliver Second Request on Time and Under Budget
A proposed merger between telecom giants generated a Hart Scott Rodino Second Request action that resulted in considerable difficulties for the parties involved.