DealLawyers.com Blog

According to this excerpt from a recent McDermott Will memo, the hard-line approach to merger review taken by antitrust regulators has resulted in a significant number of abandoned deals across multiple industries:

Recent reports indicate that, over the past three years, companies have abandoned 37 deals in the face of FTC pressure. Some were abandoned prior to formal enforcement actions and others were post-complaint. These abandonments spanned industries including pharma, defense, healthcare, energy and technology. Among them, in May 2024, Atlus Group abandoned its purchase of Situs Group’s real estate valuation business.

Assistant Attorney General Jonathan Kanter has separately stated that 21 deals were abandoned following merger investigations by the DOJ, indicating an even stronger link between regulatory action generally and further expanding the count of abandonments.

The memo says that since many deals involve multiple regulators, it’s sometimes difficult to pinpoint the specific actions that led the parties to abandon a deal. However, it says that these reports confirm that abandoned deals are on a “historic upswing” & emphasizes the importance of breakup fees in evaluating and allocating risk.

– John Jenkins