In May 2022, the GC upheld the EC's €28 million fine imposed on Canon for gun jumping in the context of a so-called warehousing structure. Interestingly, the GC ruled that the standstill obligation does not require that control be acquired in full or in part. In December 2022, the EC sent a statement of objections outlining measures to unwind Illumina's blocked acquisition of Grail. Decisions to unwind prohibited mergers have been taken very rarely in the past. Therefore, the order to divest is yet more evidence of the EC's tougher stance toward procedural infringements.
In July 2022, China's State Administration for Market Regulation (SAMR) fined Alibaba, Tencent and a number of others the maximum fines (at the time 500,000 yuan) for failing to report more than two dozen transactions dating back to 2011. Since then, China amended its Anti-Monopoly Law to, among other things, increase the penalties for gun-jumping to five million yuan for transactions that do not harm competition or 10 percent of relevant turnover for anticompetitive deals.
In the UK, the CMA imposed its highest-ever fine for a breach of an "interim enforcement order,” fining Meta more than £50 million for purportedly failing to abide by the terms of the order in relation to the completed acquisition of Giphy, which the CMA ultimately prohibited. This follows a recent trend in much tougher enforcement of interim enforcement orders, which are imposed in cases where the merger has been completed in order not to prejudice the CMA's investigation. In this respect, it should be noted that, as the UK merger regime is voluntary, parties are generally free to close but can be subject to a postclosing investigation.
In the US, the FTC has fined companies for repeated failure to file HSR-reportable transactions. For example, the FTC fined investment fund operator Biglari Holdings Inc. a US$1.4 million civil penalty to settle charges that two acquisitions it made on March 26, 2020 of shares of restaurant operator Cracker Barrel Old Country Store, Inc. violated the HSR Act.
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