Third Point's HSR Settlement with the FTC

The Activist Report, a monthly newsletter by 13D Monitor, published an article authored by Olshan partners Steve Wolosky and Ron Berenblat entitled "Third Point's HSR Settlement with the FTC: Implications for Shareholder Activists and the Case for Changing the Premerger Notification Regime." The in-depth article addresses the Hart-Scott-Rodino Antitrust Improvements Act of 1976 (the “HSR Act”) and its implications for activist and other investors.  Specifically, the piece discusses the recent proposed settlement between the FTC and Third Point LLC relating to allegations that Third Point violated the HSR Act’s premerger notification rules when it acquired shares of Yahoo in excess of the HSR threshold without filing an HSR notification. The article provides important guidance on the FTC’s narrow interpretation of the HSR Act’s “investment-only” exemption and argues that the current premerger notification regime is ripe for change.