If you thought not having to report your proposed acquisition to the US Department of Justice and the US Federal Trade Commission meant never worrying about antitrust issues, think again. The DOJ's recent pursuit of Bazaarvoice, Inc. in connection with its acquisition of PowerReviews, Inc. highlights that even non-reportable transactions can give rise to serious consequences. Remedies may include not only divestitures, but other measures meant to ensure effective competition—even the clawing back of profits gained from increased market power. The case also serves as a reminder to potential buyers to fully diligence potential targets. This includes reviewing the potential anticompetitive effects of the proposed transaction, as well as any recent unreported transactions completed by the target. Failure to do so may result in buyers unwittingly acquiring antitrust liability.
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