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ARTICLE · 23 SEPTEMBER 2020

DOJ Merger Remedies Manual Emphasizes Structural Remedies

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On September 3, 2020, the Department of Justice Antitrust Division (the Division) published a Merger Remedies Manual (Remedies Manual), with an updated policy framework for the structuring...

United StatesAntitrust/Competition Law
Wilson D. Mudge
Wilson D. Mudge
Sonia Kuester Pfaffenroth
Sonia Kuester Pfaffenroth
C. Scott Lent
C. Scott Lent
Javier Ortega
Javier Ortega
Mathieu M. Coquelet Ruiz
Mathieu M. Coquelet Ruiz
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On September 3, 2020, the Department of Justice Antitrust Division (the Division) published a Merger Remedies Manual (Remedies Manual), with an updated policy framework for the structuring and implementation of remedies in proposed mergers that the Division has determined may substantially lessen competition. Among other changes, the Remedies Manual formalizes the Division's recent emphasis on structural remedies, such as divestitures, and rejection of conduct remedies as inappropriate except in narrow circumstances. The Remedies Manual emphasizes that structural remedies are preferred because "they are clean and certain, effective, and avoid ongoing government regulation of the market."1 Consequently, the Division will accept a stand-alone conduct remedy, in vertical as well as horizontal mergers, only when the parties can satisfy a new and stringent four-part test.

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