US merger control

This chapter summarizes merger review by the Federal Trade Commission and Antitrust Division of the Department of Justice in the United States. We begin with the premerger notification process. We then turn to how the agencies scrutinize mergers. The agencies rely heavily on economic tools in analyzing transactions and proposed remedies. This process starts with identifying the relevant market(s). Next, the agencies consider whether the transaction is likely to reduce competition under theories of horizontal and vertical harm as described in the relevant Merger Guidelines. When the agencies determine a transaction threatens competition, they may seek to block the transaction outright, or may negotiate remedies with the parties. The ability of parties to close a merger may also be litigated, and we provide a brief overview of the judiciary’s role here. The chapter concludes with other policy considerations that may impact how the FTC, DOJ, and other government agencies view proposed transactions.