Log in or register
Share on LinkedInShare on LinkedIn

ARTICLE · 23 JULY 2026

FTC Secures $12 Million In Penalties For Alleged HSR Violation

Jones Day
Jones Day
Contributor
Jones Day

Jones Day

Jones Day is a global law firm with more than 2,400 lawyers in 40 offices across five continents....

View firm profile
Explore more from Jones Day

Edwards Lifesciences and Genesis MedTech face a record $12 million penalty for allegedly structuring a transaction to avoid Hart-Scott-Rodino Act filing requirements. The FTC claims the companies split consideration between a direct acquisition and a simultaneous investment to stay below the HSR threshold, raising critical questions about transaction structuring and regulatory compliance in merger reviews.

United StatesAntitrust/Competition Law
Michael Knight
Michael Knight
Pamela Taylor
Pamela Taylor
Author LinkedIn connections

In Short

The Development: On July 13, 2026, the Federal Trade Commission ("FTC") announced a proposed settlement with Edwards Lifesciences Corp. ("Edwards") and Genesis MedTech Group Limited ("Genesis"), resolving allegations that the companies violated the Hart-Scott-Rodino ("HSR") Act by failing to report Edwards's proposed acquisition of Genesis's subsidiary JC Medical, Inc. ("JC Medical"). Edwards and Genesis will pay civil penalties of $10 million and $2 million, respectively.

The Context: The government alleges that Edwards structured the transaction to remain below the then-applicable $119.5 million HSR threshold by pairing the cash purchase price with a simultaneous investment in Genesis. The complaint alleges that the Genesis investment was part of the same deal and that sufficient value from that investment should have been attributed to JC Medical, making the transaction reportable.

We operate a free-to-view policy, asking only that you register in order to read all of our content. Please login or register to view the rest of this article.

Register for freeORLog in

The content of this article is intended to provide a general guide to the subject matter. Specialist advice should be sought about your specific circumstances.

View source

Related Articles

Legal Intelligence Newsletters: sign up for the latest legal and regulatory news on your chosen topics

Read more about

Related Comparative Guides

See more popular content from

Article

Right To Repair Alert: Deere & Company Reaches Settlement With FTC, States

The Federal Trade Commission and five State Attorneys General have reached a landmark settlement with Deere & Company in a year-and-a-half antitrust litigation over the agricultural equipment manufacturer's restrictions on repair resources. The stipulated order, if approved, will require Deere to provide farmers and independent repair providers with the same repair tools and technical resources available to authorized dealers for a period of ten years.
United StatesAntitrust/Competition Law
Axinn LLP
Axinn LLP
Article

New York-Presbyterian Hospital Ruling Signals Widening Antitrust Exposure For Hospital Contracting Practices

A federal court ruling against New York Presbyterian Hospital validates DOJ theories that market power can be proven through supracompetitive pricing rather than market share alone, and that exclusionary conduct is not required for antitrust claims. This decision expands potential antitrust exposure for hospital systems employing restrictive contracting practices like all-products provisions, anti-tiering terms, and gag clauses...
United StatesAntitrust/Competition Law
Crowell & Moring LLP
Crowell & Moring LLP
Article

Booking Holdings v. Commission: General Court Clears The Way For Reverse Leveraging

The General Court of the European Union has upheld the European Commission's prohibition of Booking Holdings' acquisition of eTraveli Group, endorsing for the first time a 'reverse leveraging' theory of harm in conglomerate mergers. This landmark judgment establishes that dominant companies can be blocked from acquiring complementary businesses even when the target operates in a market where the acquirer lacks dominance, fundamentally reshaping merger control enforcement in digital and ecosystem-driven mark
United StatesAntitrust/Competition Law
Baker Botts L.L.P.
Baker Botts L.L.P.
Article

NYSE And Nasdaq Move To 23-Hour Trading Day: Overnight Session Is An Evolution, But Not Yet A Revolution

The New York Stock Exchange and Nasdaq are implementing overnight trading sessions starting December 6, 2026, extending the trading day to nearly 23 hours by compressing the daily pause to just one hour. While this evolution toward continuous trading introduces new considerations for corporate actions, disclosure timing, and deal execution, the practical impact varies significantly between NYSE-listed companies,
United StatesFinance and Banking
Jones Day
Jones Day
Article

Ninth Circuit Vacates CFAA Injunction Against Perplexity's Comet AI Agent

The Ninth Circuit Court of Appeals vacated a preliminary injunction against Perplexity AI, determining that when an AI agent acts at a user's direction, it is the user—not the AI company—who "accesses" computer systems under federal and California computer fraud statutes. This landmark appellate decision addresses how existing computer-access laws apply to agentic artificial intelligence and has significant implications...
United StatesMedia, Telecoms, IT, Entertainment
Jones Day
Jones Day
Article

China's Supreme Court Issues Landmark Judicial Rules On AI: Implications For Product Liability, IP, Data, And Generative AI

China's Supreme People's Court has issued comprehensive judicial rules addressing artificial intelligence disputes, establishing frameworks for product liability, intellectual property rights, and data protection. These landmark opinions provide critical guidance for global companies navigating AI-related legal risks in China's evolving regulatory landscape.
ChinaIntellectual Property
Jones Day
Jones Day
Article

Ninth Circuit: Breach Of Confidence Confers Standing In Health Data Security Case

The Ninth Circuit has ruled that health plan participants whose confidential information was disclosed without authorization have standing to sue in federal court, even without showing financial loss or future harm. This decision, which departs from the risk-based approach many courts have applied since TransUnion, relies on the centuries-old action for breach of confidence and could have significant implications for companies' privacy commitments and data-sharing practices.
United StatesLitigation, Mediation & Arbitration
Jones Day
Jones Day
Article

EU Commission Pushes for Transposition of the EmpCo Directive on Environmental Claims

The European Commission has initiated infringement procedures against 20 EU Member States for failing to transpose the EmpCo Directive by the March 27, 2026 deadline. This directive aims to combat greenwashing by requiring substantiation of environmental claims and third-party certification for sustainability labels, with full implementation expected by September 27, 2026.
European UnionConsumer Protection
Jones Day
Jones Day
Article

Amendment To The General Rules Under Mexico’s Anti-Money Laundering Law (LFPIORPI): Key Regulatory Changes Under Acuerdo 115/2026

Mexico's comprehensive anti-money laundering framework has undergone a sweeping transformation through Acuerdo 115/2026, introducing mandatory risk-based methodologies, enhanced client due diligence protocols, and automated monitoring requirements. With implementation deadlines beginning March 1, 2027, obligated parties conducting vulnerable activities face compressed timelines to overhaul their compliance infrastructure while navigating heightened enforcement risks and stricter beneficial ownership thresho
MexicoGovernment, Public Sector
Jones Day
Jones Day
Article

Indiana Ruling Exposes Email Marketers To $500-Per-Email Class Actions

A federal court ruling in Indiana has opened the door to class action lawsuits against email marketers, holding that promotional subject lines like "SO MANY FREE GIFTS INSIDE" may violate state anti-spam law even when email bodies contain full disclosures. The decision exposes businesses to $500 in statutory damages per email and creates a new litigation hotspot following similar developments in Washington state.
United StatesLitigation, Mediation & Arbitration
Jones Day
Jones Day