- with readers working within the Retail & Leisure industries
Letter From the Editors
Trade Association and Licensing Board Restrictions: Antitrust Agencies' Renewed Interest
In the last quarter of 2025, the U.S. antitrust agencies, the U.S. Department of Justice, Antitrust Division (DOJ) and Federal Trade Commission (FTC), renewed their focus on the role that professional associations and licensing boards can play in potentially restricting competition in their industries by controlling licensing and accreditation standards. The DOJ and FTC actions provide a clear reminder that professional and trade associations, and their members, must be mindful of the antitrust laws when they are issuing standards and other programs to ensure the quality of providers in their industries .
I. Background
The antitrust agencies have long had an interest in ensuring restrictions imposed by trade associations and licensing boards are not anticompetitive. In one of the FTC's first enforcement actions, it challenged an association of flag manufacturers that was allegedly facilitating coordination among its members to raise the prices of American flags.1 Over 30 years ago, the DOJ brought a complaint against the American Bar Association (ABA) for allegedly violating the Sherman Act by limiting competition in the law school labor market by setting salary standards for law schools and by using its accreditation program to harm competition between law schools.2 The ABA settled the claims with DOJ, agreeing to stop sharing law school salary information or prohibiting law schools from accepting post-Juris Doctor program students, offering transfer credits, or being for-profit.3 The ABA also agreed to revise certain standards and implement an antitrust compliance program.4
Antitrust agency focus on trade associations and licensing boards continued over the years. In 1996, FTC Bureau of Competition Director Bill Baer wrote to the Washington House of Representatives, warning that increasing licensing requirements for prospective Certified Public Accountants (CPA) could harm competition for CPA services and increase the costs of entry.5 In 2011, the FTC found that the North Carolina Board of Dental Examiners violated antitrust laws by enforcing rules that only licensed dentists could perform teeth whitening services.6 And in 2014, the FTC finalized consent agreements to resolve competitive concerns with the activities of two trade associations, one representing companies and individuals that provide legal support services in California and the other representing music teachers, that allegedly limited competition among their members.7
Continuing this interest, during the first Trump administration, former Acting Chairman Ohlhausen's Economic Liberty Taskforce reviewed unnecessary and anticompetitive occupational licensing requirements.8 The taskforce found that "state-by-state occupational licensing can pose significant hurdles for individuals who are licensed in one state, but want to market their services across state lines or move to another state."9 In particular, military spouses are harmed by these requirements because they frequently move.10 The task force recommended several initiatives to increase license portability, including instituting model laws and consistent licensure requirements across states, expanding temporary licensing, and expediting licensing.11 The task force concluded that increased portability of licenses enhances competition.12
The Biden administration also focused on removing employment restrictions. However, it was more focused on broadly eliminating non-compete agreements rather than occupational licensing restrictions. (Our colleagues discussed this focus in depth in an April 2024 Advisory.) While the second Trump administration elected to abandon the Biden administration's broad non-compete ban, it has renewed focus on association licensing and accreditation standards that may harm competition.
II. Recent Agency Actions Focused on Association Licensing and Accreditation
On December 1, 2025, the FTC sent a letter to the Supreme Court of Texas regarding a proposed amendment to the rules governing admission to the Texas Bar.13 The proposed amendment "would eliminate the current rule's delegation of authority to the" ABA to determine rules for admission to the bar, including the requirement that an applicant for admission attend an ABA-accredited law school.14 The letter asserted that the ABA has a monopoly over accreditation of law schools and that the amendment would increase competition among law schools and lawyers.15 The letter further suggested the ABA's monopoly is partially responsible for the high costs of law school and that modifications to admission requirements, such as the proposed amendment in Texas, are important to weaken the ABA's monopoly power.16 On January 6, 2026, the Texas Supreme Court ended ABA oversight of Texas Bar admission requirements.17
Two weeks later, on December 15, 2025, the DOJ Antitrust Division filed a statement of interest in Lincoln Memorial University v. Am. Veterinary Medical Ass'n.18 Plaintiffs in the lawsuit alleged that the American Veterinary Medical Association's (AVMA) accreditation standards require an "elite, high-cost" veterinary school model that results in shortages of veterinarians and increased costs for veterinary care — arguments similar to the statements made by the FTC about the ABA.19 In its statement of interest, the DOJ responded to the AVMA's arguments that its actions were exempt under antitrust laws.20 While DOJ did not endorse plaintiff's claims, they clarified that accreditation standards imposed by a private professional association are not exempt from antitrust laws, and that AVMA's standards should be reviewed for anticompetitive effects.21
III. Takeaways
With increased scrutiny from both federal agencies, trade associations, professional associations, and licensing boards should review their existing compliance guidance to ensure they are adequately sensitized to antitrust risks. Particularly in the context of new standard-setting activities, industry groups should consider both the procompetitive rationales for any proposed course of conduct as well as how other industry participants may be affected and react. Unless joint conduct by competitors clearly falls within antitrust exemptions for state-action or Noerr-Pennington, associations should be prepared for standards and requirements to be analyzed for their impact on competition.
* * *
FTC/DOJ Staff Updates
Commissioner Holyoak Departs FTC
Commissioner Melissa Holyoak was appointed Interim U.S.
Attorney for the District of Utah by Attorney General Pam Bondi on
November 17, 2025. Commissioner Holyoak joined the FTC in March
2024 and was active in several areas, including technology
enforcement and online safety. Her departure leaves the agency
operating with only two commissioners.
FTC Cases and Proceedings
FTC Enters Non-Compete Settlement With Adamas Amenity
Services
On December 19, 2025, the FTC entered into a consent
agreement with Adamas Amenity Services LLC and affiliates that
requires the companies to cease enforcement of no-hire agreements
in New York City and New Jersey. These clauses allegedly had barred
building owners and management companies from hiring Adamas workers
— primarily low-wage staff — without incurring
penalties. The agency found such restrictions suppressed wages and
limited employment mobility for janitorial, security, and
front-desk workers. The Commission voted 2-0.
FTC Sues To Block Henkel AG & Co. KGaA From
Purchasing Liquid Nails
The FTC filed suit on December 11, 2025, seeking to block
Henkel's $725 million acquisition of Liquid Nails, alleging
anticompetitive consolidation in construction adhesives. The
complaint alleges that combining the top two adhesive brands
available at major retailers would reduce competition, resulting in
higher prices and diminished innovation. Henkel's proposed deal
would merge Loctite and Liquid Nails, alleged to be fierce
competitors on store shelves. The Commission voted 2-0 to authorize
the complaint.
Teva Agrees To Remove Over 200 Patents From Orange Book
Following FTC Investigation
Following an FTC investigation on December 10, 2025, Teva
Pharmaceuticals requested the FDA to delist over 200 patents from
its Orange Book that it determined were improperly listed. These
listings have affected generic competition for products such as
inhalers, diabetes medications, and epinephrine injectors. The move
follows a broader FTC initiative to challenge listings that
artificially extend market exclusivity, aligned with efforts under
the Trump executive order to reduce drug costs.
Aya Healthcare Terminated Proposed Acquisition of Cross
Country Healthcare Following FTC Investigation
On December 5, 2025, Aya Healthcare abandoned its proposed
$615 million acquisition of Cross Country Healthcare after FTC
staff raised competitive concerns. The deal would have merged two
staffing software and services providers for travel nurses and
temporary healthcare workers. Bureau of Competition Director Daniel
Guarnera warned the deal risked reducing hospital options,
inflating costs, and hurting worker mobility.
FTC Requires Boeing To Divest Assets in Acquisition of
Spirit AeroSystems Holdings, Inc.
On December 3, 2025, the FTC required Boeing to divest
portions of Spirit AeroSystems' aerostructures supply
businesses in order to complete its $8.3 billion acquisition of
Spirit AeroSystems. Boeing must sell Spirit's aerostructures
units that supply Airbus to Airbus, and its Subang, Malaysia
operation to CTRM. The agency concluded that, without these
measures, Boeing could restrict aerostructures inputs to
competitors and hinder competition in commercial and military
aircraft sectors. The Commission voted 2-0.
Meta Wins in FTC v. Meta Lawsuit Challenging
Acquisitions of Instagram and WhatsApp
On November 18, 2025, U.S. District Judge James Boasberg
ruled in favor of Meta in the FTC v. Meta lawsuit, the
FTC's case challenging its acquisitions of Instagram and
WhatsApp. The court found the FTC failed to demonstrate that Meta
retains monopoly power in the dynamically competitive social media
space. Judge Boasberg highlighted robust competition from platforms
like TikTok and YouTube as undermining the FTC's market
definition, which sought to exclude those companies. Because the
court held that Meta did not have monopoly power in a relevant
market, it did not analyze whether the acquisitions of Instagram or
WhatsApp were anticompetitive.
FTC Required Divestitures in the Valvoline/Greenbrier
Deal
On November 14, 2025, the FTC agreed to a divestiture of
45 quick-lube shops to settle allegations that Valvoline's
acquisition of approximately 200 Oil Changers outlets from
Greenbriar was anticompetitive. These outlets will transfer to Main
Street Auto, ensuring consumers in 25 alleged anticompetitive
markets retain affordable, high-quality oil-change services. The
divestiture was approved by a unanimous 3-0 vote.
Court Denies FTC's Attempt To Enjoin Medical Device
Coatings Merger
On November 10, 2025, a federal judge in the U.S. District
Court for the Northern District of Illinois denied the FTC's
attempt to block GTCR's acquisition of Surmodics, rejecting
allegations that the parties' proposed divestiture was
insufficient. The FTC had argued that the deal would reduce
competition in the hydrophilic coating market, but the court found
the proposed divestitures to Integer adequate and recognized
competition from in-house coating capabilities.
DOJ Cases and Proceedings
DOJ Reaches Consent Decree With LivCor Over Algorithmic
Price Fixing Allegations
On December 23, 2025, the DOJ Antitrust
Division resolved allegations that LivCor, a Blackstone-affiliated
landlord, participated in an algorithmic rent-fixing scheme by
coordinating pricing data with other landlords via RealPage tools.
Under the decree, LivCor must refrain from using algorithmic
systems that incorporate competitors' pricing data, sharing
sensitive information, and participating in RealPage-hosted
meetings with competitors. The agreement includes a DOJ monitor and
cooperation in broader litigation.
DOJ Requires Divestitures in Constellation/Calpine
Acquisition
On December 5, 2025, the DOJ approved
Constellation's $26.6 billion acquisition of Calpine
conditioned on Constellation's divestiture of six natural
gas-fired power plants. The DOJ stated that the divestiture would
preserve competition in electricity pricing for the ERCOT and PJM
electricity grids.
DOJ Reaches Settlement With RealPage Over Algorithmic
Price Fixing Allegations
The DOJ Antitrust Division filed a proposed settlement
with RealPage on November 24, 2025, to resolve its
claims of algorithmic coordination, information sharing, and other
anticompetitive practices. The settlement requires RealPage to
cease using non-public, competitively sensitive information in its
algorithmic rental-pricing software and to stop facilitating rent
alignment among competing landlords. It also mandates that RealPage
avoid real-time data usage, limit its model to state-level pricing
differences, and eliminate features designed to suppress price
reductions. The settlement includes a court-appointed monitor and
extends to restricting RealPage's collection and sharing of
rent data and algorithmic coordination among landlords.
FTC Policy
FTC Schedules Workshop on Noncompete Agreements
The FTC has scheduled a public workshop on noncompete
agreements for January 27, 2026. The event reflects the FTC Labor
Task Force's initiative to highlight and address labor-market
restraints. This follows recent enforcement actions and letters
targeting anticompetitive noncompete agreements, signaling the
agency's sustained focus on enhancing worker mobility.
DOJ Policy
DOJ's Plan in Response to the Saving College Sports
Executive Order
In response to Executive Order 14322, Saving College
Sports, issued July 24, 2025, the DOJ's Antitrust
Division released a plan on November 17, 2025 to help preserve
college sports. The framework recognizes that the rule of reason
and existing case law allow for some horizontal coordination among
schools to stabilize non-revenue sports and protect the
institution's viability amid Name Image and Likeness litigation
pressures. The order underscores college athletics' role in
educational opportunity, local economies, and national culture, and
the Division's plan argues that these are pro-competitive
justifications that can be used to combat allegations of
anticompetitive effects from horizontal agreements between
schools.
DOJ Files Statement of Interest in Lawsuit of Homebuyers
Against Real Estate Brokerages
On December 19, 2025, the DOJ submitted a
statement of interest in Davis et al. v. Hanna
Holding, a lawsuit brought by homebuyers against real estate
brokerages and the National Association of Realtors . The division
supported antitrust scrutiny of real-estate broker commission
systems and trade-association rules that may inflate fees. The
statement emphasized that broker competition helps reduce housing
costs, and collaboration among brokers can raise commissions
contrary to Section 1 of the Sherman Act. The filing
clarified that trade association rules are not shielded from per se
antitrust review.
Interagency Initiatives
International Trade Commission DRAM Matter Comment
On November 25, 2025, the DOJ, alongside the U.S. Patent
and Trademark Office, filed a joint comment in U.S. International
Trade Commission investigation No. 337-TA-3854 concerning
DRAM devices. The statement stressed that enforcement of valid
patent rights — particularly exclusion orders — is
vital to American innovation and economic growth. The agencies
argued that in order to support patent rights, the public-interest
exemptions to exclusion orders should only apply in exceptional
cases. They asserted that strong intellectual property protection
supports competition.
Agency Speeches and Statements
AAG Gail Slater Speech at Drake University
On November 19, 2025, Assistant Attorney
General Slater discussed the intersection of antitrust and
agriculture at Drake University Law School, framing competition
enforcement as central to preserving the American Dream amid
economic challenges. She highlighted the importance of antitrust
enforcement in the agricultural sector, highlighting the importance
of protecting competition in markets such as feed, fertilizer,
fuel, seed, equipment, and other essential goods. She also
referenced the Antitrust Division's support of the executive
order directing the DOJ to investigate the beef packing industry.
AAG Slater concluded by noting that antitrust enforcement is vital
to ensuring that small farmers, ranchers, and other agricultural
businesses can operate in a fair market.
DAAG Dina Kallay Speech at 2025 Chatham House
Competition Policy Conference
On November 20, 2025, Deputy Assistant
Attorney General Kallay delivered virtual remarks on airline
competition, warning that overly broad immunities for international
air alliances can distort markets. She used examples of the
American Airlines/Jet Blue and Delta/Aeromexico alliances to stress
that antitrust immunities should be closely constrained. Her
remarks highlighted DOJ's global competition priorities to
ensure that antitrust laws protect competition, rather than
determine winners and losers by giving specific companies antitrust
carve-outs. She concluded by encouraging fellow global enforcers to
follow the same principles.
Commissioner Meador Issues Statement With FTC Approval
of Final Divestiture Order in the Synopsys/Ansys Merger
On October 17, 2025, the FTC approved a final divestiture
order in the $35 billion Synopsys/Ansys merger to preserve
competition in key semiconductor and photonic software tool
markets. Commissioner Meador concurred in a separate statement,
emphasizing the importance of transparency with the FTC regarding
divestiture timing. He chastised the parties for not being
transparent about the amount of time required to divest the
required assets, instead closing the transaction before notifying
FTC staff that it would take longer for the divestiture to be
completed.
Footnotes
1 See FTC v. Ass'n of Flag Manuf'ers of Am, 1 F.T.C. 55 (1918).
2 Complaint, ¶¶ 36-37, United States v. Am. Bar Ass'n, No. 95-cv-1211 (D.D.C. June 27, 1995), Dkt. No. 1.
3 Proposed Final Judgment at 3-4, United States v. Am. Bar Ass'n, No. 95-cv-1211 (D.D.C. June 27, 1995).
4 Id. at 5-11.
5 William J. Baer, Bureau of Competition Director, Fed. Trade Comm'n, Comment Letter on Washington Administrative Code 4-25-710, § IV (Mar. 18, 1996).
6 In Re North Carolina Bd. of Dental Examiners, 152 F.T.C. 640, 2011 WL 11798463 at *1 (FTC 2011), aff'd 717 F.3d 359 (4th Cir. 2013), aff'd on other grounds, 135 S. Ct. 1101 (2015).
8 Fed. Trade. Comm'n, Policy Perspectives: Options to Enhance Occupational License Portability (Sept. 2018).
9 Id. at 1.
10 Id.
11 Id. at 26.
12 Id.
13 Letter from Clarke T. Edwards, Fed. Trade Comm'n, Acting Director, Office of Policy Planning and Daniel Guarnera, Fed. Trade Comm'n, Director, Bureau of Competition to the Supreme Court of Texas, Re: Proposed Amendment to Rule 1 of the Rules Governing Admission to the Bar of Texas (Dec. 1, 2025).
14 Id. at 2.
15 Id. at 2-3, 6.
16 Id. at 8-9.
17 Final Approval of Amendments to Rule 1 of the Rules Governing Admission to the Bar of Texas, Misc. Dock. No. 26-9002 (Tex. 2026).
18 Statement of Interest of the United States, Lincoln Memorial University v. Am. Veterinary Medical Ass'n, No. 25-cv-00282-TAV-DCP, Dkt. No. 45 (M.D. Tenn. 2025).
19 Id. at 3-5.
20 Id. at 6-7.
21 Id. at 2.
