DOJ Seeking Extra Month To Check Mergers As Virus Spreads

Law360 (March 17, 2020, 7:13 PM EDT) -- The Justice Department said Tuesday it’s asking companies with pending merger reviews to give antitrust enforcers an extra 30 days to look over deals, one of several civil process changes as enforcers in the U.S. and around the world adjust to the coronavirus pandemic.

Tuesday’s changes, which include shifting all meetings to phone or video conference “absent extenuating circumstances,” come one day after European Commission antitrust officials said that companies in the midst of merger proceedings should put off submitting their antitrust filings until further notice. The Federal Trade Commission, too, has switched to an all e-filing system for any premerger notification documents.

The U.S. Department of Justice's Antitrust Division also reiterated Tuesday that like the FTC, it’s switching just to electronic filing for merger submissions under the Hart-Scott-Rodino Act.

Perhaps even more importantly for companies in the middle of merger review, the DOJ said it’s asking that those currently pursuing deal clearance permit a 30-day addition to the timing agreements previously inked regulating agency scrutiny.

“If circumstances require, the division may revisit its timing agreements with merging parties in light of further developments,” the enforcer said.

Additionally, according to the announcement, all currently scheduled depositions will be temporarily postponed and rescheduled to take place via “secure videoconferencing capabilities.”

“As the Antitrust Division takes steps to protect the health and safety of its work force and the parties that appear before it, these process changes will ensure that the division can continue to review transactions efficiently and effectively,” Antitrust Division chief Makan Delrahim said in a statement. “We are in this together and intend to work cooperatively with the business community on pending mergers, consistent with our responsibilities under the antitrust laws and to protect the health and safety of our employees and the public.”

The strain imposed by COVID-19 has left antitrust enforcers worldwide scrambling to clamp down on price gouging even as they must deal with the practical implications of an outbreak that has forced mass teleworking and other changes. Courts have also been shutting down and either pulling oral arguments or switching to videoconferencing to try to curb the spread of a disease that has already killed more than 6,500 people worldwide.

In the U.S, the FTC canceled a March 18 workshop to discuss proposed new guidelines for vertical mergers and it’s implemented operational changes relegating most employees to telework, suspending noncritical travel worldwide and prohibiting it outright to high-risk countries, and suspending “unplanned visitor access.”

A DOJ spokesperson told Law360 on Tuesday that the department is implementing guidance issued by the Office of Management and Budget on March 15 calling for “maximum telework flexibilities” for all eligible executive branch employees in the Washington, D.C., area.

“In addition, we encourage agencies to use all existing authorities to offer telework to additional employees, to the extent their work could be telework enabled,” the guidance states.

--Additional reporting by Lucia Osborne-Crowley, Nadia Dreid, Joanne Faulkner, Sarah Jarvis and Najiyya Budaly. Editing by Bruce Goldman.

For a reprint of this article, please contact reprints@law360.com.

View comments

Hello! I'm Law360's automated support bot.

How can I help you today?

For example, you can type:
  • I forgot my password
  • I took a free trial but didn't get a verification email
  • How do I sign up for a newsletter?
Beta
Ask a question!