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State Antitrust Laws: Increased Scrutiny, Common Themes, Key Differences, Compliance Strategies, Risk Mitigation

A live 90-minute CLE video webinar with interactive Q&A

This program is included with the Strafford CLE Pass. Click for more information.
This program is included with the Strafford All-Access Pass. Click for more information.

Thursday, May 29, 2025

1:00pm-2:30pm EDT, 10:00am-11:30am PDT

Early Registration Discount Deadline, Friday, May 2, 2025

or call 1-800-926-7926
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This program will provide a survey and comparison of state antitrust laws and their impact on M&A transactions. The panel will review the similarities and differences of current and proposed state antitrust laws, highlight laws with high-risk areas of enforcement, and recommend strategies for establishing an antitrust framework that is compliant with the ever-changing and evolving patchwork of compliance obligations.

Description

In the last several years, a growing number of states have enacted or are considering enacting various legislative and regulatory changes that would increase antitrust scrutiny for a variety of business activities. These state-level regulations are similar to the federal Hart-Scott-Rodino Act (HSR Act) and require parties to certain transactions to seek merger clearance from state authorities prior to closing. 

To date, 15 states, including California and New York, have HSR-like notice regimes. While most of these laws are directed at healthcare-specific transactions, it is expected that state antitrust scrutiny will extend to other sectors in the future. 

To encourage states to impose transaction requirements that are consistent with existing federal HSR obligations, in July 2024, the Uniform Law Commission (ULC) approved the Uniform Antitrust Pre-Merger Notification Act. The Act is intended as model legislation for states to use to implement pre-merger filing regimes and according to the ULC, creates a simple, non-burdensome mechanism for state attorneys general to receive access to HSR filings at the same time as the federal agencies and subject to the same confidentiality obligations.

State antitrust laws add an additional layer of compliance requirements for merging parties to consider, and they are expected to increase transaction timelines, costs, and risks. It is imperative that counsel and merging parties comply with state antitrust requirements as noncompliance may result in substantial fines or enforcement actions. 

Listen as our panel of antitrust experts reviews the current framework of state antitrust laws and provides guidance for navigating state-specific merger notification regimes. 

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Outline

I. Overview: the role states play in antitrust enforcement

II. Analyzing the interplay between state and federal antitrust laws

III. Comparing current and proposed state antitrust laws: similarities and differences

IV. States with high risk areas of enforcement

V. Uniform Law Commission's Uniform Antitrust Pre-Merger Notification Act

VI. Recommendations and strategies for evaluating the implications of state-specific merger notification regimes to ensure transactional compliance

Benefits

The panel will discuss these and other key considerations:


  • What are the current trends and developments in state and federal antitrust enforcement?
  • What are common similarities and notable differences between current and proposed state antitrust laws?
  • What are the parameters of the Uniform Antitrust Pre-Merger Notification Act, and if adopted by states, how will this model legislation impact premerger filing requirements?
  • How should counsel and parties engaged in mergers and acquisitions prepare for increased scrutiny under new state-level antitrust laws?

Faculty

Leff, Daniel
Daniel Leff
Counsel
Crowell & Moring

Mr. Leff is an antitrust litigator, trial lawyer, and strategic advisor. As a former state assistant attorney general,...  |  Read More

Taeschler, Luke
Luke Taeschler
Counsel
Crowell & Moring

Mr. Taeschler is an experienced litigator and antitrust lawyer. He leverages his private practice and Federal Trade...  |  Read More

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Early Discount (through 05/02/25)

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Early Discount (through 05/02/25)

You may pre-order a recording to listen at your convenience. Recordings are available 48 hours after the webinar. Strafford will process CLE credit for one person on each recording. All formats include course handouts.

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