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ARTICLE · 26 JUNE 2013

HSR Pre-Merger Notification Violation Results In $720,000 Fine

Mayer Brown
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A recent complaint and consent order brought by the US Department of Justice’s Antitrust Division and the US Federal Trade Commission underscores that investors must keep track of filing obligations.

United StatesAntitrust/Competition Law
Scott Perlman
Scott Perlman
Meytal McCoy
Meytal McCoy
John Roberti
John Roberti
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Keywords: DOJ, FTC, antitrust, filing obligations, Hart-Scott-Rodino Act, MacAndrews & Forbes Holdings Inc., compliance, pre-merger notification requirement, acquisition, Scientific Games Corporation,

A recent complaint and consent order brought by the US Department of Justice's (DOJ) Antitrust Division and the US Federal Trade Commission (FTC) underscores that investors must keep track of filing obligations, as even inadvertent failures to file Hart-Scott-Rodino notices can result in substantial fines if the failures are repeated.

In this case, MacAndrews & Forbes Holdings Inc. will pay a fine of $720,000—equivalent to the maximum fine of $16,000 for each day the company was out of compliance—for violating pre-merger notification requirements because it failed to file under the Hart-Scott-Rodino Act and observe the required waiting period prior to its June 2012 acquisitions of voting securities of Scientific Games Corporation (SG).

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