Skip to Main Content
Our Commitment to Diversity

COVID-19: Proposed Legislation Would Prohibit Many Mergers and Acquisitions During Pandemic

Date: 30 April 2020
U.S. Antitrust, Competition and Trade Regulation Alert

Senator Elizabeth Warren and Rep. Alexandria Ocasio-Cortez are sponsoring legislation to halt certain mergers and acquisitions during the coronavirus pandemic.

The “Pandemic Anti-Monopoly Act” would impose a moratorium on mergers and acquisitions meeting any of the following criteria:

  1. Companies with over US$100 million in revenue or financial institutions with over US$100 million in market capitalization;
  2. Private equity companies, hedge funds, or companies that are majority-owned by a private equity company or hedge fund;
  3. Companies with an exclusive patent that impacts the crisis, like personal protective equipment; and
  4. Transactions that must otherwise be reported to the Federal Trade Commission (FTC) under current law.

The legislation would also pause ”all waiting periods and deadlines imposed on antitrust agencies during the moratorium.”

The legislation would apply to all transactions that are reportable under the Hart-Scott-Rodino Antitrust Improvements Act (HSR Act) and would likely apply to any filings currently in the waiting period or under review by one of the federal antitrust agencies. Currently, transactions valued at more than US$94 million are typically reportable under the HSR Act.

There is no sunset provision in the legislation; rather, the moratorium would continue until the FTC affirmatively determines that “small businesses, workers, and consumers are no longer under severe financial distress.”

Sen. Warren’s press release on the proposed legislation may be found here.

This is a developing situation with far-reaching ramifications. K&L Gates’ antitrust practice will provide updates as more information becomes available.

Kenneth S. Knox
Kenneth S. Knox
Washington DC

This publication/newsletter is for informational purposes and does not contain or convey legal advice. The information herein should not be used or relied upon in regard to any particular facts or circumstances without first consulting a lawyer. Any views expressed herein are those of the author(s) and not necessarily those of the law firm's clients.

Return to top of page

Email Disclaimer

We welcome your email, but please understand that if you are not already a client of K&L Gates LLP, we cannot represent you until we confirm that doing so would not create a conflict of interest and is otherwise consistent with the policies of our firm. Accordingly, please do not include any confidential information until we verify that the firm is in a position to represent you and our engagement is confirmed in a letter. Prior to that time, there is no assurance that information you send us will be maintained as confidential. Thank you for your consideration.

Accept Cancel