Topics
Antitrust & Merger Investigations Resources
Case Study
FTI Technology Leads Contract Analysis for Large Second Request
When a U.S.-based merger triggered a second request review, more than 18 million company documents were in scope as potentially relevant to the Federal Trade Commission’s review. The law firm representing one of the organizations sought FTI Technology for its expertise across the Digital Insights & Risk Management framework and the team’s ability to scale a global team of domain experts. Contract Solutions were one part of the broader engagement.
Video
The Anatomy of a Second Request
Andrew Szwez discusses second requests and the challenges of emerging data sources.
Blog Post
Hart-Scott-Rodino Amendments Will Soon Upend Merger Clearance Processes
U.S. antitrust officials announced in October 2024 that the Federal Trade Commission’s changes to Hart-Scott-Rodino filing processes have been finalized and will become effective in January 2025. The amendments, which significantly increase the document production burden on filing parties, were confirmed in an effort to help the FTC and Department of Justice better manage the increased volume and complexity of today’s mergers and acquisitions environment.
Case Study
After entering an agreement to a large and complex cross-jurisdictional merger, TGS and PGS positioned the outcome as a “stronger and more diversified geophysical company and data provider to the energy value chain,” with a reported valuation of more than US$860 million. The transaction spurred parallel merger control investigations initiated by the U.K. Competition & Markets Authority (CMA) and the Norwegian Competition Authority (NCA), requiring TGS to collect, review and produce internal documents. TGS engaged FTI Technology to lead discovery and document review to support the needs of the merger response. The CMA and NCA approved the deal, allowing TGS and PGS to complete the deal on 1 July 2024.
Blog Post
Navigating Large-Scale Document Productions in Global Merger Reviews
FTI Technology’s Andrew Johnston and Laura Kippin, have teamed up with experts at Weil Gotshal to highlight the top five issues to consider when navigating the complexities of document production in parallel merger processes.
Video
Data Complexities in Merger Clearance
An increasing amount of complexity surrounds some of the procedural-related obligations that organizations are faced with when dealing with an M&A clearance exercise.
Video
Merger Clearance Challenges for Private Equity Firms
Private equity firms are going to need to ensure that they have a robust information governance plan in place in order to effectively respond to requests likely received from a variety of regulators.
Elevate your position in antitrust-related challenges with FTI Consulting, the premier partner for companies, counsel, and government across industries and continents. Our dynamic blend of proactive strategies and reactive solutions empowers clients to navigate the complexities of antitrust law more seamlessly. With a proven track record in handling some of the world’s most significant antitrust investigations, litigation matters and merger reviews, our team of experts are ready to provide strategic insights and persuasive evidence in an ever-evolving regulatory framework.
Blog Post
How Find Facts Fast Reduces Risk in Time-Pressed Merger Reviews
Notorious for their tight deadlines and high stakes, merger clearance reviews (including second requests) require organizations to process, review and produce large quantities of documents in a matter of only weeks or months. Recent activity and guidance across regulatory agencies in many jurisdictions worldwide have established a pattern of more aggressive, time intensive and costly clearance processes. This is occurring in tandem with an uptick in data volumes, stringent antitrust enforcement and an increase in the frequency of post-merger actions.
Case Study
After entering an agreement to a largescale and complex cross-jurisdictional merger between telecommunications providers MÁSMÓVIL and Orange, both parties had to collect, review and produce internal documents as part of an extensive merger clearance investigation by European competition authorities. The parties engaged FTI Technology to lead discovery and document review for both organisations and support the needs of the merger review before its approval in February 2024.
Video
Managing Multi-jurisdictional Mergers in the Age of Uncertainty
At the Advanced EU Competition Law conference in Brussels on 21-22 Nov 2023, FTI Technology's Craig Earnshaw spoke on a panel alongside Katarzyna Czapracka (White and Case LLP), Kamya Rajagopal (Nestlé), and Ricardo Zimbron (Competition & Markets Authority) to discuss the issue of managing multi-jurisdictional mergers during a time when regulators are rejecting deals or placing organisations under more rigorous review when filing for merger clearance.
Blog Post
Key Issues to Watch in Private Equity M&A
Given that the private equity sector has tripled in size during the last decade, and PE-backed deal volume continues to rise, the intersection between M&A and PE investment is notably shifting. New variables in dealmaking processes, regulatory oversight and financial valuation are creating a number of risks and additional steps PE investors need to be aware of.
Case Study
FTI Technology Delivers Fast-Paced Phase II Investigation and Privilege Review
When the EU Competition Commission launched a Phase II investigation into the establishment of a joint venture, the parties’ law firm needed support to review over 55,000 documents in just nine days.
Blog Post
Global Regulators Squeeze Merger Control as FTC Proposes Strict Revisions to Guidelines
The Federal Trade Commission, with the concurrence of the Antitrust Division of the U.S. Department of Justice, recently entered a 60-day comment period for proposed amendments to the pre-merger notification rules under the Hart-Scott-Rodino Antitrust Improvements Act.
Blog Post
High Stakes, Intense Pressure: Balancing Cost and Value in Large Document Reviews
Competence in e-discovery and document review has become a persistent and resounding theme throughout global litigation and regulatory investigations. Failures to preserve and produce relevant evidence in a timely manner have made headlines across the U.K., Europe and the U.S. in the past year, often with severe consequences.
Blog Post
Seven Antitrust Trends to Watch
The world of antitrust enforcement is continuing to intensify in the U.S., and globally. In this post, experts from across our Forensic & Litigation Consulting, Technology and Strategic Communications segments discuss the key trends they are watching in the current environment and how they compare to activity over the past last year.
Blog Post
Principles for Negotiating with Regulators in Second Request Discovery
Very few things can incite more stress and urgency for legal and compliance teams than an HSR Second Request. Notorious for their tight deadlines and high stakes, second requests require organizations to process, review and produce large quantities of documents in a matter of only weeks or months. Failure to properly comply can result in significant delays to M&A proceedings.
Blog Post
Event Preview: Discussing Merger Control Uncertainties at the Advanced EU Competition Law Conference
Merger control guidelines in Europe and around the world are continuing to shift. Organisations are facing a range of uncertainties in terms of how government authorities are handling current business, regulatory and economic turbulence, and what the implications will be for merger clearance decisions.
Case Study
When a Second Request investigation was initiated as part of a large and high-profile technology industry acquisition, the companies were required to produce more than 8TB of data across a wide range of digital sources. Many of these were emerging data sources for which compliance and e-discovery controls and workflows had not yet been developed. As a long-time trusted advisor to the law firm representing the client, FTI Technology was engaged to handle e-discovery for the matter and create solutions to ensure relevant documents could be identified, collected, processed, reviewed and produced from the emerging data sources in scope.
White Paper
Proactive compliance monitoring programs are becoming increasing important to mitigate the risks and fallout associated with rising regulatory enforcement. It’s important to note that these programs can be implemented without significant resources or investment in new tools. With the right planning and expertise, a company’s existing data and systems can be used to incorporate data analytics and communications monitoring into any compliance program.
Case Study
M&A Risk Assessment Internal Investigation
A large U.S.-based law firm conducting an internal risk assessment investigation for a client’s acquisition faced data privacy restrictions impeding the review of 11 million documents.
Case Study
Assess & Advise: Pre-Acquisition Cryptocurrency Assessment
FTI Technology’s cryptocurrency experts provide in-depth audit of digital assets, business model and infrastructure in support of due diligence activities.
Blog Post
2022 Forecast: FTI Technology Predictions from EMEA, Part 2
Every year, we gather a series of predictions from our consultants across regions and practice areas. It’s a way of reflecting on how our clients challenges and needs evolve from year to year, and capturing the key areas we expect to support our clients in during the year ahead. In Part 1 of this series, Jon Chan shared outlooks from across our EMEA e-discovery practice. This post provides a roundup of predictions for the region across antitrust, information governance and data privacy.
Blog Post
Roundtable: Competition Authorities Increase Data Scrutiny in Technology Industry Transactions
While a decade ago, competition authorities were primarily interested in market data and economic assessments for merger control and antitrust review, in the last three to five years that focus has extended to internal documents, and what people in the businesses are saying to each other about a transaction. Even more recently, alongside the rise of data privacy concerns, authorities have begun to show increasing interest in company-controlled user and customer data and the ways that it will be used post-merger, especially in situations involving technology companies and platforms.
Blog Post
With New Second Request Reforms, FTC Lays Heavier Hand on Competition Control
Last week, the Federal Trade Commission’s Bureau of Competition issued a blog post detailing its new plans to make the Second Request process “more streamlined and more rigorous.” The changes—five specific and sweeping reforms to existing Second Request practices as well as plans to revise the current Model Second Request—come in response as the Commission aims to handle a record-number of merger requests and an increase in potentially anti-competitive deals.
Case Study
When the EU Commission’s competition department, DG Comp, reviewed an acquisition involving a European manufacturer and a multi-billion-dollar U.S.-based manufacturer, they provided conditional approval for the deal, contingent upon an unprecedented provision. For the purchase to move forward, the target company would need to identify and destroy all instances of specified third-party IP across its entire IT landscape. This was the first time DG Comp had ordered a data-driven remedy in a merger clearance decision.
Blog Post
Corporate Data Challenges in EMEA in 2021: The Intersection of Data and M&A (Part 2 of 4)
This second post in the series is focused on an area that our team, and my work, is heavily involved in: the data and privacy issues associated with M&A, and the regulatory clearance processes that are increasingly associated with getting the deal through.
Blog Post
Data-Driven Challenges in Merger Investigations
I recently joined a Global Competition Review panel of M&A experts to discuss the effects and legal implications of several data-related issues on the merger review process. The panelists from Latham & Watkins, O2 and the European Commission/DG Commission brought a broad range of insights across regulatory, in-house legal and outside counsel perspectives.
White Paper
GCR Survey Report: Investigations, Data and Compliance
The pandemic and its ripple effects have impacted us all in many ways, including how we work. Suddenly, millions of workers worldwide made the shift to remote work - adopting new schedules, communication systems, and business practices. Antitrust practitioners were no different.
Video
M&A 2021: Navigating Data Challenges and Competition Control
2021 is shaping up to be a record year for M&A activity. Where deals stalled in 2020 resulting from the impact of the pandemic, 2021 has revealed renewed optimism with signs of accelerated activity. With these new opportunities, however, organizations pursuing M&A deals will also face new challenges.
Video
Data-Driven Challenges in Merger Investigations
During this webinar, we discuss several emerging data-driven challenges that organisations should consider when evaluating the legal implications of a proposed M&A deal and developing a strategy for responding to antitrust agencies during the merger review process.
White Paper
M&A in Canada 2021: Navigating Data Challenges and Competition Control
For legal professionals focused on Canada related merger and acquisitions, the latest data trends and updated guidance from the Competition Bureau must be well understood to better navigate the current climate.
Blog Post
How Cartel Investigations are Evolving Alongside Data and Technology Advancements
Ashley Brickles recently participated in a cartels workshop hosted by Concurrences, alongside speakers from Herbert Smith Freehills, the Court of Justice of the European Union (CJEU), General Electric and the European Commission department for competition (DG COMP). The panellists comprised a diverse set of backgrounds and perspectives, which provided for a lively and educational session that covered procedural changes in cartel investigations, privacy concerns that have arisen in competition proceedings and the extent of the Commission’s investigatory powers.
Blog Post
Data Risks and Challenges in M&A Transactions
At the recent PrivSec Global event, Sonia Cheng, Senior Managing Director and EMEA Head of Information Governance & Privacy at FTI Consulting, led a panel with Ahmed Baladi, Privacy & Cybersecurity partner at Gibson, Dunn & Crutcher and Linda NiChualladh, Head of Privacy (Legal) at Citi. The session covered the underlying risks and considerations associated with data in M&A transactions and the skills needed to brave a complex M&A data landscape.
Video
Second Request Case Study Round Table: Advanced Workflows with Analytics
Senior Managing Director Wendy King, Managing Director Jon Murdock and Senior Director Myron Williams sit down to discuss the use of Brainspace and advanced workflows to accelerate a time-sensitive quick look second request.
Case Study
FTI Consulting Leads Massive Internal Documents Inquiry in Multibillion Euro Merger
In an ongoing Phase II merger clearance investigation, FTI’s client needed to respond to a Request for Information (‘RFI’) received from DG Comp that required the identification, preservation, searching, and production of internal documents from thirty-eight employees over three years.
Blog Post
Roundtable Discussion: How a High-Stakes FTC Quick Look Inspired E-Discovery Workflow Innovation
The E-Discovery Consulting & Services practice within FTI Consulting’s Technology segment recently completed e-discovery for a Federal Trade Commission quick look as part of the second request for a merger between two healthcare industry companies. Using Brainspace’s Technology Assisted Review (TAR) model, the team developed novel workflows to enable efficient e-discovery in the face of a number of unique circumstances. We recently chatted with the team involved on the case, which was led by Senior Managing Director Wendy King and included Managing Director Jon Murdock and Senior Director Myron Williams, to understand how the matter was different from other second request inquiries. They discussed the challenges involved and shared details around the new workflows FTI developed as part of the engagement.
Case Study
FTI Helps Biotech Company Meet Second Request Deadline for Major Merger
A major biotechnology company was seeking Federal Trade Commission regulatory approval of $1.2B merger. The agency issued a Second Request requiring a rapid response. The amount of relevant data to collect and review amounted to several terabytes. Also, there was an additional challenge in that the company’s systems were located primarily in the cloud, with data housed within multiple non-traditional platforms including Slack, Confluence, Workplace by Facebook, Asana, Box and more. The FTI team was able to work quickly with the diverse data sources to target, collect, and review over 12 million documents, helping the corporation to achieve compliance within the deadline set by the FTC.
White Paper
Merger Clearance Investigations - Increased Rigor and Emphasis on Internal Documents
Historically, when two companies have proposed a merger or acquisition, European competition authorities evaluated various economic and market analyses to determine whether the transaction would establish too dominant of a position for the companies in any given market. Now, regulators, particularly DG Comp and competition agencies in the UK, Germany and France, are increasingly interested in the review of contemporaneous internal documents.
White Paper
Form Follows Function: Negotiating the Second Request Process with Government Regulators
There may be no process in the entire legal business fraught with more urgency than an HSR Second Request. Legal teams are expected to process, review and produce a large quantity of documents in only a few months. Failure to properly comply can result in significant delays. Because of this, there is an enormous temptation to begin the review the moment a Second Request is announced. This temptation, however, must be resisted until some key "gating factors" are negotiated with the government.
Case Study
Responding to Multiple Government Requests to Aid Multi-Billion Dollar Merger
FTI Consulting’s client, one of the largest life sciences corporations in the world, was responding to government requests in the US, Canada and Europe, relating to its multi-billion dollar merger with a US-based corporation. As trusted advisors to the client, FTI’s M&A and competition investigation experts were ready to help.
Case Study
Retail Industry Merger Aided by FTI Technology’s Second Request Expertise
Prepare for and respond to antitrust regulators in the United States, Canada and Europe.
Case Study
Respond to a “second request” issued by the federal trade commission in 60 days, and prepare for impending antitrust litigation.
Case Study
FTI Consulting Showcases Second Request Expertise with RelativityOne
FTI Consulting—a global advisory firm with decades of experience handling the riskiest and most complex matters in e-discovery—has an impressive track record for managing huge, multinational projects. When they applied RelativityOne to their global playbook for Hart-Scott-Rodino second requests, they achieved a speed and scale that exceeded expectations.
Case Study
FTI Technology Helps Build a Better Case for Merger between Two Manufacturing Companies
A large US manufacturing company announced an acquisition of a competing company based in Europe, and faced antitrust investigations from both US and European regulators. The data spanned the globe and a number of formats, including cloud-based Microsoft 365.
Case Study
FTI Technology’s Antitrust Expertise Aids in Energy Merger
A large energy industry company planned to acquire a competitor. Given the size of the companies and the likely impact of the deal across the market, the companies anticipated regulatory scrutiny in the form of a Department of Justice (DOJ) antitrust “Second Request” investigation.
Case Study
A proposed merger between telecom giants generated a Hart Scott Rodino Second Request action that resulted in considerable difficulties for the parties involved.
