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Jul 14, 2016

ValueAct Settles for Record HSR Fine

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Activist investor ValueAct Capital agreed to pay an $11 million fine and also agreed to injunctive relief to settle the DOJ’s allegations that it violated the HSR Act in connection with its acquisition of over $2.5 billion of voting securities of Halliburton and Baker Hughes after the two companies announced their (now abandoned) merger in 2014. ValueAct initially contested the DOJ’s claim, arguing that its actions were exempt under the HSR Investment-Only exemption. With this record settlement, the DOJ and FTC once again affirmed that they will read this HSR exemption very narrowly. Investors must tread carefully when relying on the exemption as it applies only when the investor’s sole intent in acquiring the shares is passive.

View full memo, ValueAct Settles for Record HSR Fine

Authors and Contributors

Wayne Dale Collins

Of Counsel

Antitrust

+1 212 848 4127

+1 212 848 4127

Washington DC

Jessica K. Delbaum

Partner

Antitrust

+1 212 848 4815

+1 212 848 4815

New York

George Casey

Partner

Mergers & Acquisitions

+1 212 848 8787

+1 212 848 8787

New York

Scott Petepiece

Partner

Mergers & Acquisitions

+1 212 848 8576

+1 212 848 8576

New York

Nathan Greene

Partner

Investment Funds

+1 212 848 4668

+1 212 848 4668

New York

John (Sean) Finley

Partner

Investment Funds

+1 212 848 4346

+1 212 848 4346

New York

Laura Friedrich

Partner

Investment Funds

+1 212 848 7411

+1 212 848 7411

New York