United States: M&A/Private Equity

The Federal Trade Commission secured a $12 million penalty against Edwards Lifesciences and Genesis Medtech for allegedly structuring a 2024 acquisition to evade Hart-Scott-Rodino Act premerger notification requirements. This enforcement action signals intensified scrutiny of transaction structures designed to circumvent filing thresholds, particularly milestone payments, convertible securities, and acqui-hire arrangements. The settlement arrives amid broader regulatory efforts to close perceived gaps in th

Edwards Lifesciences and Genesis MedTech face a record $12 million penalty for allegedly structuring a transaction to avoid Hart-Scott-Rodino Act filing requirements. The FTC claims the companies split consideration between a direct acquisition and a simultaneous investment to stay below the HSR threshold, raising critical questions about transaction structuring and regulatory compliance in merger reviews.

State attorneys general are dramatically expanding antitrust and consumer protection enforcement, challenging mergers independently of federal regulators and enacting new surveillance pricing laws. Companies now face a complex multifront enforcement landscape where federal clearance no longer guarantees protection from state-level challenges. This shift represents a structural change in how businesses must approach merger planning, pricing practices, and regulatory compliance across multiple jurisdictions.

Liability management exercises have become a popular tool for restructuring distressed debt outside of court, but data reveals an 86% failure rate within two years.

In many private M&A transactions, buyers and sellers usually reach an impasse on valuation. Buyers may be unwilling to pay the seller’s full asking price at closing, particularly where future growth projections...

Partner Marc Elovitz discusses the SEC's ongoing enforcement priorities for private fund managers, examining heightened scrutiny of fees, expenses, and valuation processes. The conversation explores emerging compliance challenges across side letters, co-investments, continuation vehicles, and the expanding retail access to private markets.

As AI-driven demand pushes data center projects beyond the capacity of any single sponsor, joint ventures are becoming the sector’s default delivery model.

The FTC and DOJ secured a landmark $12 million settlement against Edwards Lifesciences and Genesis MedTech for allegedly structuring a medical device acquisition to circumvent Hart-Scott-Rodino Act filing requirements. This enforcement action, coupled with the agencies' successful challenge to Edwards' subsequent JenaValve acquisition, signals heightened scrutiny of pre-commercial pipeline deals and aggressive enforcement of merger notification obligations in the healthcare sector.

The first half of 2026 brought significant shifts in antitrust enforcement for technology companies, with the United States adopting a more permissive merger review environment while Europe advanced assertive digital regulation. Key developments included the vacating of expanded HSR filing rules, leadership changes at US enforcement agencies, and the European Commission's first major revision of merger guidelines in two decades, all against the backdrop of AI becoming central to competition policy across ju