Skip to main content
All
March 31, 2025

Antitrust Agency Insights: Developments at the U.S. Antitrust Enforcement Agencies — First Quarter 2025

Newsletter
By

Letter From the Editors

After a flurry of antitrust activity from the U.S. Federal Trade Commission (FTC or the Commission) and the Antitrust Division of the U.S. Department of Justice (DOJ Antitrust) in the waning days of the Biden administration, the second Trump administration has raced out the gates with its own burst of activity. The full scope of the antitrust agencies’ enforcement and policy priorities remains to be seen, but the first two months of the second Trump administration have given us some insight into the antitrust agencies’ priorities and areas to watch closely going forward.
 
  • Merger review process, including the availability of remedies. We expect the agencies’ vigorous merger investigations and enforcement actions to continue, focused more closely on traditional antitrust theories of harm. The agencies affirmed that the 2023 Merger Guidelines, which (among other things) lowered the thresholds under which they will assert a merger is presumptively unlawful, will remain in place.1 This confirmation signals that robust merger enforcement remains a focus despite a change in the administration. The newly updated Hart-Scott-Rodino Act (HSR) rules,2 which significantly expand the requirements for premerger notification filings, went into effect in February 2025, providing enforcers with a broader swath of information at the start of the merger review process.
We do anticipate a change in merger reviews as a result of the Trump administration’s approach to remedies. Under the Biden administration, the antitrust agencies proved unwilling to accept a negotiated remedy in all but a few cases. Under the Trump administration, we expect the antitrust agencies to be more willing to consider structural remedies (e.g., divestitures) to resolve competitive concerns about mergers. For example, during and after her confirmation hearing, DOJ Antitrust Assistant Attorney General Gail Slater stated that structural remedies may be appropriate in certain cases.3 Consistent with the approach during the first Trump administration, we expect the second Trump administration to avoid settlements that would require significant ongoing monitoring by the government.
 
Finally, although the FTC statement on the inclusion of prior approval provisions in consent decrees has not affirmatively been withdrawn, it remains to be seen whether the current FTC leadership will continue including that requirement in merger settlements.
 
  • Monopolization claims. We expect the agencies to continue to focus on investigating and litigating monopolization claims, especially against Big Tech companies. In her responses to Questions for the Record after her confirmation hearing, DOJ Antitrust AAG Slater explicitly stated that she will prioritize enforcement against Big Tech.4 Similarly, FTC Chairman Ferguson has repeatedly reiterated that Big Tech will be one of the main priorities of the agency.5
Based on the Republican Commissioners’ statements during the Biden administration, the FTC may be less active in pursuing novel or expansive theories, especially those relying solely on Section 5 of the FTC Act.6 But the Republican-led FTC has also shown willingness to consider investigating conduct not traditionally considered an antitrust harm, such as content moderation policies that allegedly limit speech output.7
 
  • Labor-related issues. We expect the agencies’ focus on labor-related antitrust issues to remain the same or perhaps even increase under the second Trump administration. The first Trump administration leaned in on enforcement related to labor markets, bringing the first criminal indictments related to wage fixing8 and no-poach agreements.9 The Biden administration expanded the agencies’ focus on labor, spending significant time and energy pursuing labor-related antitrust claims. While the agencies obtained a few wins under the Biden administration, some of its major labor-related efforts — the non-compete ban10 and continued criminal prosecution of no-poach agreements11 — stalled.
Nonetheless, the agencies’ focus on labor issues is here to stay:12 in one of his first substantive directives, FTC Chairman Ferguson announced the launch of a Joint Labor Task Force, composed of individuals across the FTC’s three bureaus, to investigate deceptive, unfair, and anticompetitive conduct in labor markets. In his memorandum directing the FTC bureau directors to form the task force, Ferguson emphasized recent inflation and the importance of fighting business practices that limit workers’ ability to earn “a reasonable wage.”13 Although the FTC has asked appellate courts to pause the cases challenging the agency’s non-compete ban while it considers whether to continue defending the ban, enforcement actions challenging particular non-competes or asserting other, specific labor-related antitrust claims are likely to continue. At his confirmation hearing, the nominated Republican Commissioner, Mark Meador, specifically called out non-competes as an area where the FTC should ramp up enforcement.14
 
  • Rulemaking efforts. Based on the Republican Commissioners’ dissenting statements on the non-compete rule,15 we do not expect the FTC to engage in any competition-related rulemaking efforts. Indeed, Commissioner Holyoak has explicitly stated that she believes the “FTC lacks competition rulemaking authority.”16
We also expect that the FTC will engage in much less consumer protection rulemaking than it did under the Biden administration. Both Republican Commissioners opposed a number of these efforts,17 and Chairman Ferguson has made clear that the FTC will focus on enforcing the laws rather than writing them.18 That said, the Republican Commissioners supported19 or at least did not oppose on the merits20 certain consumer protection rulemaking efforts under the Biden administration, including the junk fees rule,21 which will go into effect in July 2025. Commissioner Holyoak’s statements on the FTC’s rulemaking efforts suggest that, under the Trump administration, the FTC could at least consider certain targeted consumer protection rules that define with specificity the unfair or deceptive acts or practices they seek to prohibit and are supported by evidence demonstrating the prevalence of such acts or practices.22
 
  • Robinson-Patman Act claims. While the FTC has continued to pursue its Robinson-Patman Act claims against PepsiCo and Southern Glazer’s,23 it remains to be seen whether the Commission will continue to pursue additional Robinson-Patman Act cases. The two Republican FTC Commissioners wrote blistering dissents with respect to the two Robinson-Patman Act actions brought at the end of the Biden administration, but they did not foreclose the possibility of bringing future Robinson-Patman claims that met the standards outlined in their dissents.24 The third nominated Republican Commissioner25 has also supported enforcement under the Robinson-Patman Act, opening the door to potential future cases.
  • Artificial intelligence. While the Biden administration approached the development of artificial intelligence (AI) cautiously, expressing concerns about anticompetitive uses of AI,26 the Trump administration has openly embraced and seeks to promote greater use of AI.27 We expect the agencies to continue to focus on AI-enabled algorithmic collusion and information sharing claims, as well as competition to provide inputs used to build AI models and competition among AI providers themselves.28 But we also expect more openness to the development and use of AI-based technology compared to the cautious approach taken under the Biden administration.29
  • Private equity. We expect the agencies’ heightened scrutiny of private equity30 to diminish under the Trump administration, though we also expect the agencies to continue to bring challenges transactions that raise competitive concerns, regardless of whether a private equity firm is involved. In line with that view, in January 2025, the Republican Commissioners concurred in a settlement with a private equity firm that allegedly engaged in serial acquisitions that lessened competition for anesthesiologist services in Texas.31 In doing so, however, the Republic Commissioners criticized the Commission for “singl[ing] out private equity for special treatment,” arguing that private equity acquisitions should not be viewed differently from any other acquisitions.32 Consistent with that position, in early March 2025, the FTC sued to block a private equity acquisition that allegedly presents horizontal competitive concerns in a market for medical device coatings.33 The FTC’s challenge in that transaction was focused on market concentration levels and the elimination of head-to-head competition (i.e., traditional merger challenge theories of harm), not the role of private equity in the transaction.
  • Interlocking directorate issues. It is too early to tell whether the agencies will continue to focus on interlocking Section 8 directorate issues in the second Trump administration. During the Biden administration,34 the agencies challenged interlocking directorates through standalone enforcement actions and investigations35 and in the context of proposed mergers.36 Of particular interest is whether the agencies will continue extracting merger remedies that include requirements aimed at potential interlocking directorate concerns. The Republican Commissioners dissented with respect to the board seat restrictions imposed to approve the ExxonMobil-Pioneer deal because the merger itself did not present competitive concerns and the restrictions targeted an individual who was not party to the merger agreement.37 In light of these views, we anticipate that the FTC may be more less willing to impose these types of remedies during the Trump administration.
  • Environmental, social, and governance (ESG) efforts. In line with the Trump administration’s strong criticism of certain environmental and social efforts,38 we expect the agencies to focus resources on areas that have not traditionally been subject to close antitrust scrutiny, including ESG and diversity, equity, and inclusion efforts. Under the first Trump administration, DOJ Antitrust conducted a preliminary investigation into whether four auto manufacturers colluded when entering an agreement with California to adopt vehicle emissions standards that were more stringent than the Trump administration’s proposed federal standards but less stringent than California’s existing state standards.39

Additional Agency Updates

FTC/DOJ Staffing Updates

  • President Trump Removes Democratic FTC Commissioners Slaughter and Bedoya; Slaughter and Bedoya Sue to Enjoin Removal. On March 18, 2025, President Trump removed Rebecca Kelly Slaughter and Alvaro Bedoya from their positions as FTC Commissioners. The next day, FTC Chairman Andrew Ferguson issued a statement wishing the former Commissioners well and thanking them for their service, while supporting the president’s power to remove Commissioners. On March 27, 2025, Slaughter and Bedoya sued President Trump, Chairman Ferguson, FTC Commissioner Holyoak, and FTC Executive Director David Robbins seeking declaratory relief that their removal was unlawful and an injunction against Ferguson, Holyoak, or Robbins, ordering that they treat Slaughter and Bedoya as FTC Commissioners. Later that day, Chairman Ferguson issued a statement stating that his former colleagues are entitled to their day in court but reiterating that the president has the power to remove Commissioners.
  • Gail Slater Confirmed as Head of DOJ Antitrust. On March 11, 2025, the Senate confirmed Gail Slater as the Assistant Attorney General for the Antitrust Division. Among her prior roles, Slater was an attorney advisor to FTC Commissioner Julie Brill, general counsel for the Internet Association and Roku, Inc., senior vice president of policy and strategy at Fox Corp., and a policy advisor for JD Vance during his vice presidential candidacy. At her confirmation hearing, Slater declined to comment on open cases at the Antitrust Division, but she did indicate that the division will be more open to effective, robust structural remedies than it was under the Biden administration.
  • AAG Slater Names Key Antitrust Division Leadership. DOJ Antitrust AAG Slater announced that she will name Roger Alford as Principal Deputy Assistant Attorney General. Alford, a Notre Dame law professor, previously served as Deputy AAG for International Affairs under AAG Makan Delrahim during the first Trump administration. Baker & McKenzie partner Mark Hamer and Apollo Global Management attorney Bill Rinner, who served as the chief of staff for AAG Delrahim, will co-lead civil antitrust enforcement at the division. NERA senior managing director Chetan Sanghvi will serve as the division’s chief economist. Finally, Omeed Assefi, who has served as Acting AAG since January 2025, will lead the division’s criminal antitrust program.
  • FTC Chairman Ferguson Appoints Deputy Director of Bureau of Competition. On March 26, 2025, FTC Chairman Ferguson appointed Taylor Hoogendoorn as Deputy Director of the Bureau of Competition. Hoogendoorn was previously an associate at Susman Godfrey and a clerk for U.S. Supreme Court Justice Samuel Alito and two federal circuit court judges.
  • Senate Considers Nomination of Mark Meador for FTC Commissioner. On February 25, 2025, the Senate Commerce Committee held a confirmation hearing to consider the nomination of Mark Meador to serve as an FTC Commissioner. Meador previously served as a staff attorney at both the FTC and DOJ Antitrust, antitrust counsel to Senator Mike Lee, and a partner at Kressin Meador Powers LLC. At the hearing, Meador indicated that he favored aggressive enforcement by the FTC to challenge anticompetitive non-competes and monopolization. He also said that he has an “overarching concern” about the content moderation practices of many technology platforms, but he will look at any claims challenging those practices on a case-by-case basis.
  • FTC Commissioner Ferguson Designated FTC Chair; Former Chair Khan Leaves Commission. On January 20, 2025, FTC Commissioner Andrew Ferguson was designated by President Trump as Chairman of the FTC. Former Chair Lina Khan left the Commission on or about January 31, 2025.

FTC Cases and Proceedings

  • FTC Sues to Block GTCR’s Acquisition of Medical Device Coating Company Surmodics. On March 6, 2025, the FTC sued to block private equity company GTCR’s acquisition of medical device coating manufacturer Surmodics. According to the FTC’s complaint, the transaction would enable GTCR to control more than half of the market for outsourced hydrophilic coatings, which are applied to medical devices such as catheters and guidewires. Surmodics is allegedly the largest provider of these coatings and GTCR already owns a majority stake in Biocoat, Inc., which is the second-largest provider according to the FTC. Commissioners Slaughter and Bedoya wrote separately to note that challenging private equity companies’ rollup strategies is a “particularly valuable use” of the Commission’s resources.
  • FTC Reportedly Requires Post-Closing Store Divestiture in Merger of Regional Convenience Store Chains. After closing its acquisition of Jolley Associates in December 2024, regional convenience store chain Stewart’s Shops announced in February 2025 that it will divest five stores in response to FTC concerns about overlap between the merging parties in the local markets in which those stores operate. The FTC did not enter a settlement with Stewart’s to resolve its concerns.
  • Southern Glazer’s Moves to Dismiss FTC’s Price Discrimination Claims; FTC Opposes Motion. On February 4, 2025, Southern Glazer’s moved to dismiss the FTC’s price discrimination claim under the Robinson-Patman Act and its related FTC Act claim. The case represents the first action brought by the FTC under the Robinson-Patman Act in more than 25 years and, as the motion to dismiss notes, it was brought over lengthy dissents by the two Republican FTC Commissioners. The Southern Glazer’s motion argues, among other things, that the complaint fails to allege that any discriminatory transactions took place in interstate commerce and fails to allege harm because it does not identify any pairs of reasonably comparable transactions between competing purchasers. On March 11, 2025, the FTC filed its opposition to the motion to dismiss, arguing that Southern Glazers “misapprehends applicable case law, ignores key allegations, and overstates the factual detail required under the pleading standard.”
  • Texas Federal Court Denies Preliminary Injunction Blocking Tempur Sealy-Mattress Firm Merger. On January 31, 2025, the Southern District of Texas denied the FTC’s request for a preliminary injunction to block the Tempur Sealy-Mattress Firm merger. The court rejected the FTC’s proposed market for “premium” mattresses priced at $2,000 or higher, and found that that merger was unlikely to foreclose rivals from accessing the market or otherwise harm competition. The court also found that the remedies proposed by the defendants resolved any potential lingering concerns about the transaction’s competitive effects.
  • FTC Seeks Public Comment on Enbridge Petition to Set Aside 2017 Consent Order. On January 22, 2025, the FTC sought public comment on a petition by Enbridge Inc. requesting that the Commission set aside a 2017 consent order issued to resolve competitive concerns about Enbridge’s merger with energy infrastructure company Spectra Energy Corp. Under the consent order, Enbridge was required to establish firewalls to prevent Enbridge employees working on its Walker Ridge Pipeline from accessing competitively sensitive information about the Discovery pipeline, a competing pipeline in which Spectra had an indirect, minority ownership. In its petition, Enbridge asks the Commission to reopen and set aside the 2017 order since it no longer holds an indirect ownership interest in the Discovery pipeline and thus, no longer has access to competitively sensitive information about the pipeline.
  • FTC Finalizes Order Banning Former Pioneer CEO From Sitting on Exxon’s Board; Former CEO Sues FTC to Vacate the Order. On January 17, 2025, the FTC finalized its consent order, first announced in May 2024, approving Exxon Mobil’s acquisition of Pioneer Natural Resources but prohibiting former Pioneer CEO Scott Sheffield from sitting on the Exxon board or serving in an advisory capacity for the Exxon board or management. The order also prohibits any Pioneer employee or director, other than certain named individuals, from sitting on the Exxon board for five years. Commissioners Holyoak and Ferguson dissented from entry of the final order for targeting an individual, Mr. Sheffield, that was not a party to the merger agreement. On January 22, 2025, Mr. Sheffield sued the FTC seeking to vacate the FTC order, alleging that the prohibition on his ability to sit on or advise Exxon’s board violated his constitutional rights.
  • FTC Sues PepsiCo for Engaging in Price Discrimination That Violates the Robinson-Patman Act. On January 17, 2025, the FTC filed a sealed complaint in the Southern District of New York alleging that PepsiCo (Pepsi) violated the Robinson-Patman Act by engaging in illegal price discrimination. Specifically, the FTC alleges that Pepsi gave a large, big box retailer unfair pricing advantages by providing the retailer with, among other things, promotional payments and allowances that were not made equally available to that retailer’s competitors. Commissioners Ferguson and Holyoak separately dissented from the complaint. Commissioner Holyoak panned the complaint as “wholly deficient,” “fail[ing] to state a claim,” and “the worst case I have seen in my time at the Commission.” Commissioner Ferguson similarly criticized the complaint as “deficient on its face” and “the single most brazen assertion of raw political power I have witnessed during my time as a Commissioner.”
  • FTC Settles With Private Equity Firm Welsh Carson Related to Anesthesia Practice Roll-Up Strategy. On January 17, 2025, the FTC entered a settlement with private equity firm Welsh, Carson, Anderson, and Stowe (Welsh Carson) to limit its involvement with U.S. Anesthesia Partners (USAP), a Welsh Carson portfolio company. According to the complaint, Welsh Carson, through USAP, engaged in a roll-up strategy to acquire large anesthesia practices in Houston and Dallas in order to drive up the price of anesthesia services. The settlement requires Welsh Carson to provide notice and obtain approval of the acquisition of any future anesthesia business. Commissioners Ferguson and Holyoak concurred, writing separately to note that this was a routine law enforcement decision; the fact that the case related to a private equity firm or serial acquisitions did not make the settlement notable.
  • FTC Sues to Enjoin Deere’s Allegedly Restrictive Repair Services Practices. On January 15, 2025, the FTC and the Illinois and Minnesota Attorneys General sued Deere & Co. in the Northern District of Illinois, alleging that Deere’s restrictive practices forced farmers to use its network of authorized dealers to repair their Deere farming equipment, in violation of Section 2 of the Sherman Act, Section 5 of the FTC Act, and Illinois and Minnesota state antitrust laws. Commissioners Ferguson and Holyoak dissented, panning the Commission’s decision to vote out the complaint just days before the change in administration as “brazen partisanship.” The dissenting Commissioners noted that they favored right-to-repair legislation, but the case was premature and “imprudent” given the ongoing investigation and settlement negotiations with Deere.
  • FTC Files Consent Order Requiring Building Services Contractor to Stop Enforcing a No-Hire Agreement. On January 6, 2025, the FTC filed a consent agreement ordering building services contractor Planned Building Services (Planned) and its affiliates to cease enforcing the no-hire agreements in their customer service agreements with building owners, which allegedly limited workers’ ability to negotiate for higher wages, better benefits, or new job opportunities. The action follows a similar action brought by the FTC in December 2024 ordering Guardian Service Industries, Inc. (Guardian), another building services contractor in New York and New Jersey, to stop enforcing its no-hire agreements. While Commissioners Ferguson and Holyoak dissented from the action against Guardian, they voted to support the action against Planned because they had reason to believe that Planned’s no-hire provisions violated Section 1 of the Sherman Act under the rule of reason — in other words, the provisions’ anticompetitive effects outweighed their procompetitive justifications. Chair Khan separately issued a statement arguing that the no-hire provisions were per se unlawful horizontal agreements, not ancillary restraints that should be analyzed under the rule of reason.

DOJ Cases and Proceedings

  • Four Individuals and One Company Plead Guilty to Bid Rigging for Sale of Sports Equipment to Public Schools. On March 27, 2025, DOJ announced that four individuals and one company, Wilder Fitness Equipment Inc., pleaded guilty to bid rigging related to the sale of sports equipment to public schools in Mississippi and Louisiana. According to DOJ, the bid rigging scheme affected hundreds of schools across the two states.
  • Owner of Truck Fuel Services Contractor Pleads Guilty to Bid Rigging and Market Allocation Charges. On March 26, 2025, DOJ announced that the owner of a contractor company that provided truck fuel services to the U.S. Forest Service pleaded guilty in the District of Idaho to charges related to his role in a scheme to rig bids and allocate territories for wildfire-fighting fuel truck services in the U.S. Forest Service’s Great Basin wildfire dispatch region.
  • DOJ Secures Guilty Pleas in Bid Rigging Scheme for Budget and Procurement Services for NYC Public Schools. On March 20, 2025, DOJ announced that two companies (Transcend BS LLC and Clark & Garner LLC) and their owners pleaded guilty to their roles in a bid rigging scheme related to budget and procurement consulting services for New York City Public Schools. The companies’ owners also agreed to pay restitution for unemployment benefits DOJ alleges they improperly received.
  • DOJ’s Section 1 Tying Claim Against Live Nation and Ticketmaster Survives Motion to Dismiss. In an opinion issued on March 14, 2025, the Southern District of New York denied Live Nation and Ticketmaster’s motion to dismiss DOJ’s Section 1 tying claim, one of the five federal claims brought by DOJ. The court wrote that “the facts may ultimately show that the tying claim here is nothing more than a refusal-to-deal claim foreclosed by Trinko,” but at this stage, DOJ had stated a plausible tying claim.
  • Former Head of Belgian Security Company Pleads Guilty to Bid Rigging Charges. On or around February 20, 2025, the former CEO of Belgian company G4S Secure Solutions, Jean Paul Van Avermaet, pleaded guilty to charges that he participated in a scheme to rig bids for security and guard services for the U.S. Department of Defense in Belgium.
  • Eight Individuals Plead Guilty to Role in Conspiracy to Monopolize Competition for “Transmigrante” Agency Services. On March 11, 2025, DOJ announced that eight defendants pleaded guilty in the Southern District of Texas to charges that they participated in a scheme to control the market for “transmigrante” agency services, which facilitate the shipping of used cars and other goods through Mexico, and to force rivals into a price-fixing conspiracy, in violation of Sections 1 and 2 of the Sherman Act.
  • RealPage Moves to Dismiss DOJ’s Sherman Act Claims; DOJ Opposes the Motion. On February 4, 2025, RealPage moved to dismiss DOJ’s amended complaint, which alleges both Section 1 claims for unlawful information sharing and “agreements to align pricing” and a Section 2 claim for monopolization of the commercial revenue management software market. RealPage’s motion argues, among other things, that DOJ cannot show that RealPage has market power because less than 30% of rental units in DOJ’s alleged markets use RealPage’s products. On February 25, 2025, DOJ filed its opposition to the motion to dismiss, arguing that the complaint contains robust allegations supporting its Section 1 claim and that its Section 2 claims flows from RealPage’s use of its position at the center of this information exchange to monopolize the market for commercial revenue management software.
  • DOJ Sues to Block Hewlett Packard Enterprise’s Acquisition of Juniper Networks. On January 30, 2025, DOJ filed a suit in the Northern District of California to block Hewlett Packard Enterprise’s (HPE) proposed acquisition of Juniper Networks. DOJ alleges that HPE and Juniper are the second- and third-largest providers of enterprise-grade wireless networking, or “WLAN,” solutions, and that the acquisition would substantially lessen competition in the market for enterprise-grade WLAN solutions in the United States.
  • DOJ Sues KKR for Serial Violations of HSR Act; KKR Sues DOJ in Response. On January 14, 2025, DOJ sued private equity firm KKR for submitting filings for at least 16 merger transactions that allegedly failed to comply with the HSR Act. The DOJ complaint alleges that between 2021 and 2022, KKR altered documents in HSR filings for at least eight transactions, omitted required documents for 10 transactions, and failed to make any HSR filing for at least two transactions. DOJ’s action seeks civil penalties under the HSR Act for KKR’s alleged violations, stating that the maximum statutory penalty for the violations is more than $650 million. In response, KKR filed suit against DOJ, Acting AAG Doha Mekki, and the FTC seeking a declaratory judgment that: (1) KKR did not violate the HSR Act; (2) DOJ and the FTC’s interpretations of the HSR Act are unconstitutionally vague; and (3) the penalties DOJ seeks against KKR are excessive, in violation of the Fifth and Eighth Amendments.
  • DOJ Obtains Record Settlement for Gun-Jumping Violations. On January 7, 2025, DOJ obtained a record $5.6 million civil penalty for gun-jumping violations from XCL Resources Holdings, LLC (XCL),Verdun Oil Company II, LLC (Verdun), and EP Energy LLC (EP). The settlement arose out of a transaction through which XCL and Verdun agreed to acquire certain of EP’s crude oil production operations. According to the settlement complaint, the acquisition agreement contained problematic provisions that allowed XCL and Verdun to exert control over key operational and competitive decisions before the transaction closed, leading to EP stopping certain drilling efforts. The complaint also alleged that XCL requested and received competitively sensitive information from EP without legitimate business justification or appropriate antitrust safeguards.
  • DOJ Sues to Block Amex GBT’s Acquisition of CWT. On January 10, 2025, DOJ sued to block the proposed acquisition of CWT Holdings LLC (CWT) by Global Business Travel Group (Amex GBT). According to DOJ’s complaint, Amex GBT and CWT are the largest and third-largest business travel management companies in the world, and the transaction would harm competition for business travel management services sold to global and multinational businesses located in the United States. In line with the agencies’ increased focus on serial transactions under the Biden administration, the complaint also highlighted that the deal was Amex GBT’s fifth acquisition of another travel management company since 2018.
  • Four Defendants Plead Guilty to Bid Rigging, Fraud, and Bribery Related to IT Purchases by the U.S. Government. On January 14, 2025, DOJ announced that four individual defendants pleaded guilty in the District of Maryland for their participation in schemes to rig bids, defraud the government, and engage in bribery in connection with the sale of IT products and services to the U.S. government. The guilty pleas, entered between November 7, 2024 and January 14, 2025, are the first guilty pleas in DOJ’s criminal antitrust investigation into IT companies selling products and services to government purchasers, including the intelligence community.
  • Five Defendants Plead Guilty to Bid Rigging on Commercial Roofing Projects in Central Florida. On January 10, 2025, DOJ announced that four individuals and one company, Service Works of Fort Lauderdale LLC, pleaded guilty in the Middle District of Florida for their roles in a conspiracy to rig bids on commercial roofing projects. The guilty pleas, entered between October 3, 2024 and January 9, 2025, are part of an ongoing investigation into bid rigging conspiracies in central Florida.
  • Former President of Asphalt Company Pleads Guilty to Bid Rigging in Michigan. On January 10, 2025, DOJ announced that the former president of Asphalt Specialists LLC pleaded guilty to conspiring with F. Allied Construction Company Inc. (Allied) to rig bids for asphalt paving services in Michigan. The guilty plea was the tenth in DOJ’s ongoing investigation into collusion in the asphalt paving industry in Michigan. Allied and two of its executives previously pleaded guilty in August 2023.
  • DOJ Amends Complaint Against RealPage to Add Six Landlord Defendants and Settles With Landlord Cortland. On January 7, 2025, DOJ and its state attorney general co-plaintiffs amended their complaint against RealPage to add six landlord defendants that allegedly participated in an algorithmic pricing scheme harming renters. Simultaneously, DOJ announced a settlement with Cortland, one of the six landlords, that would, among other things, bar the use of competitors’ competitively sensitive information in its pricing models and allow the use of third-party software for rental pricing only with the supervision of a court-appointed monitor.

Joint FTC and DOJ Policy

  • FTC and DOJ Affirm That 2023 Merger Guidelines Are Framework for Agencies’ Merger Analysis. On February 18, 2025, FTC Chairman Ferguson and Acting Assistant Attorney General Assefi issued memorandums to FTC and DOJ Antitrust staff respectively clarifying that the 2023 Merger Guidelines are in effect and will remain the framework guiding the agencies’ merger reviews for the foreseeable future. Chairman Ferguson’s memorandum emphasized the value of stable guidelines for businesses, the enforcement agencies, and the courts; Acting AAG Assefi’s memorandum echoed this sentiment.
  • DOJ and FTC Issue Guidelines for Business Activities Affecting Workers. On January 16, 2025, DOJ and the FTC jointly issued guidelines for analyzing whether business practices affecting workers violate U.S. antitrust laws. The guidelines replace the agencies’ 2016 Antitrust Guidance for Human Resources Professionals. Compared to the 2016 guidelines, the new guidelines expand on the categories of labor-related agreements or business practices that may violate antitrust laws, supported by case citations, and eliminate the Q&A portion of the guidelines. Commissioners Ferguson and Holyoak dissented from the issuance of the guidelines mere days before the “lame-duck Biden-Harris FTC” hands the baton to the Trump administration.
  • DOJ and FTC File Statement of Interest in Musk-OpenAI Case on the Application of Section 8 of the Clayton Act to Interlocking Directorates. On January 10, 2025, DOJ and the FTC jointly filed a statement of interest in Elon Musk’s latest suit against OpenAI and its CEO Sam Altman to address the standards for when an interlocking directorate violates Section 8 of the Clayton Act and when a claim under Section 8 is moot. The agencies’ statement argues that Section 8 prohibits any type of relationship that creates an interlock, regardless of the form, and that Section 8 claims are not mooted by simply unwinding an interlock. The statement also opined that interlocking directorates constitute unfair methods of competition under Section 5 of the FTC Act (whose standards are used in analyzing California’s unfair competition statute, under which Musk sued) and on the proper standard for analyzing group boycotts under Section 1 of the Sherman Act.

FTC Policy

  • FTC Staff Reaffirm Opposition to Proposed Indiana Hospital Merger. On March 17, 2025, the FTC submitted a supplemental public comment letter to the Indiana Department of Health again requesting that it deny the Certificate of Public Advantage (COPA) application for the proposed merger of Union Hospital and Terre Haute Regional Hospital. The FTC issued a similar letter in September 2024 opposing the merger. After the FTC’s initial opposition, the parties withdrew their initial COPA application.
  • FTC Reconsidering Whether to Defend Non-Compete Ban. On March 7, 2025, the FTC filed motions in the Fifth and Eleventh Circuits asking the courts to hold in abeyance for 120 days the FTC’s appeals of the rulings enjoining its proposed non-compete ban while the agency considers whether it will continue defending the rule. This move follows FTC Chairman Ferguson’s public statements that he believes the Commission should reconsider whether to defend the challenged rule.
  • FTC Launches Joint Labor Task Force. On February 24, 2025, FTC Chairman Ferguson announced that the FTC will be launching a Joint Labor Task Force to combat deceptive, unfair, and anticompetitive conduct in labor markets, including no-hire, no-poach, and non-compete agreements that stifle competition. Chairman Ferguson directed the FTC’s three bureaus and the Office of Policy Planning to work together to research, investigate, and identify opportunities for advocacy related to deceptive, unfair, or anticompetitive labor market practices.
  • FTC Launches Probe Into Censorship by Tech Platforms. On February 20, 2025, the FTC launched an inquiry into whether and how technology companies censor speech on their platforms in violation of antitrust laws. The inquiry follows statements from FTC Chairman Ferguson and Commissioner Holyoak indicating that they will use Republican control of the FTC to target large tech companies that allegedly stifle conservative speech on their platforms.
  • FTC Issues Second Interim Report on PBMs, Focusing on Specialty Generic Drugs. On January 14, 2025, the FTC issued its second interim report on pharmacy benefit managers (PBMs), this one focused on PBMs’ influence over specialty generic drugs. The FTC’s report found, among other things, that the three largest PBMs in the U.S. — CVS Caremark, Express Scripts, and OptumRx — marked up numerous specialty generic drugs dispensed at their affiliated pharmacies by hundreds or thousands of percent. In a concurring statement, Commissioners Ferguson and Holyoak criticized the timing of the reports as premature and an attempt to push out another report before the change in administration. Notwithstanding that criticism, Commissioners Ferguson and Holyoak found that the report significantly improved upon the first report by focusing more on empirical analysis.
  • FTC Issues Reports on “Reverse Payments” Made in FTC Fiscal Years 2018 to 2021. On January 15, 2025, the FTC issued short reports describing the types and terms of pharmaceutical patent settlement agreements (colloquially referred to as “reverse payment” agreements) filed with the FTC under the Medicare Prescription Drug, Improvement, and Modernization Act of 2003 between October 2017 to September 2021.
  • FTC Requests Public Comment on Potential Study of Mega Single-Family Rental Investors. On January 15, 2025, the FTC issued a request for public comment on a proposed study of how large-scale single-family rental owner operators, referred to as “mega investors,” have affected home prices and rents for single-family rental homes. Commissioners Ferguson and Holyoak issued a statement agreeing the study was a good idea but criticizing the procedural decision to launch the study just days before the start of the Trump administration.

DOJ Policy

  • DOJ Launches Anticompetitive Regulations Task Force. On March 27, 2025, DOJ announced the launch of an Anticompetitive Regulations Task Force to identify and advocate for the elimination of federal and state laws and regulations that stifle free market competition. DOJ’s announcement indicated that the task force will especially focus on laws and regulations related to housing, transportation, food and agriculture, health care, and energy.
  • DOJ Determines That Multiple Layers of Removal Restrictions for ALJs Are Unconstitutional. On February 20, 2025, Acting Solicitor General Sarah Harris wrote a letter to the President Pro Tempore of the Senate stating that DOJ had determined that multiple layers of restrictions protecting administrative law judges from removal, including those at the FTC, are unconstitutional. The statement aligns with the Trump administration’s position that all executive officers answer directly to the president and can be removed at will.
  • DOJ Will Not Defend For-Cause Protections From Removal for FTC Commissioners, Among Others. On February 12, 2025, Acting Solicitor General Sarah Harris wrote a letter to the Senate and House Judiciary Committees informing them that DOJ determined that the statutory provisions that protect FTC Commissioners from removal except for cause are unconstitutional and it will not defend them. The letter interprets the limitations on the president’s removal power under the Supreme Court’s Humphrey’s Executor decision as inapplicable to the “principal officers” of the FTC and several other executive branch entities, and states that DOJ intends to urge the Supreme Court to overrule Humphrey’s Executor to the extent that it prevents the president from removing these officials without cause. FTC Chairman Ferguson expressed support for the Acting Solicitor General’s position in a social media post.

Interagency Initiatives

  • DOJ and FBI Launch Online Portal to Collect Information on International Antitrust Fugitives. On February 13, 2025, DOJ and the Federal Bureau of Investigation announced the launch of an online portal to collect information about individuals located internationally that have been charged with U.S. criminal antitrust violations and to encourage such individuals to resolve these antitrust claims.
  • DOJ and OSHA Issue Statement on NDAs that Deter Reporting of Antitrust Crimes. On January 14, 2025, DOJ and the Operational Safety and Health Administration issued a statement indicating that corporate non-disclosure agreements (NDAs) that undermine whistleblower protection laws, including the Criminal Antitrust Anti-Retaliation Act of 2019, by deterring individuals from reporting antitrust crimes will hurt the employer when DOJ makes charging decisions and sentencing recommendations in criminal antitrust cases.

Executive Orders/Legislative Efforts

  • President Trump Issues Executive Order Requiring FTC to Submit Proposed Rules and Regulations for White House Review Before Publication. On February 18, 2025, President Trump signed an executive order that requires independent executive agencies, including the FTC, to submit any draft rules or regulations to the Office of Information and Regulatory Affairs within the president’s executive office for review before they are published in the Federal Register.

FTC Speeches

  • FTC Commissioner Holyoak Speaks at George Mason’s Antitrust Symposium. On February 21, 2025, FTC Commissioner Holyoak spoke at the Antitrust Symposium hosted annually by George Mason’s Antonin Scalia Law School. In her remarks, Commissioner Holyoak defended the ability to bring a hypothetical antitrust lawsuit challenging a technology platform’s content moderation policies as reducing output.
  • FTC Commissioner Holyoak Kicks Off GCR Live: Law Global Leaders Conference. On January 30, 2025, FTC Commissioner Holyoak gave the opening keynote address at the GCR Live: Law Global Leaders conference. In her remarks, Commissioner Holyoak indicated that the Trump administration will investigate technology companies that censor consumer speech, suggesting that that censorship could violate the Sherman Act by reducing quality and innovation.

DOJ Speeches

  • DOJ Director of Criminal Enforcement Delivers Remarks at GCR Live: Cartels Conference. On March 11, 2025, Director of Criminal Enforcement Emma Burnham gave remarks at the GCR Live: Cartels conference. Burnham reinforced DOJ’s commitment to robust criminal antitrust enforcement, including enforcement against individuals.

© Arnold & Porter Kaye Scholer LLP 2025 All Rights Reserved. This Newsletter is intended to be a general summary of the law and does not constitute legal advice. You should consult with counsel to determine applicable legal requirements in a specific fact situation.

  1. Memorandum From Chairman Ferguson to FTC Staff re: Merger Guidelines (Feb. 18, 2025); Memorandum From Acting Ass’t Atty. Gen. Assefi to Antitrust Division Staff re: Use of the 2023 Merger Guidelines (Feb. 18, 2025).

  2. Read our Advisory on the updated HSR rules; see also Press Release, Fed. Trade Comm’n, “FTC Finalizes Changes to Premerger Notification Form” (Oct. 10, 2024).

  3. S. Judiciary Comm., Responses to Questions for the Record of Abigail Slater, nominee to be the Assistant Attorney General for the Antitrust Division of the DOJ (Feb. 12, 2025); see also Dissenting Statement of Comm’rs Ferguson and Holyoak, In the Matter of Deere & Co., FTC Matter No. 2110191 (Jan. 15, 2025) (criticizing the Commission for filing a complaint while “the parties are in active negotiations over a fix”).

  4. S. Judiciary Comm., Responses to Questions for the Record of Abigail Slater, nominee to be the Assistant Attorney General for the Antitrust Division of the DOJ (Feb. 12, 2025).

  5. See, e.g., CNBC, “FTC Chair Andrew Ferguson: Big Tech is one the main priorities of this agency” (Mar. 13, 2025).

  6. See, e.g., Dissenting Statement of Comm’r Ferguson, In the Matter of the Non-Compete Clause Rule, FTC Matter No. P201200 (June 28, 2024) (claiming that the Supreme Court “limited Section 5’s reach to violations of the existing antitrust laws” and challenging the FTC’s ability to ban non-compete agreements under Section 5) ( the Ferguson Dissent on Non-Compete Rule).

  7. See Press Release, Fed. Trade Comm’n, “Federal Trade Commission Launches Inquiry on Tech Censorship” (Feb. 20, 2025).

  8. Press Release, U.S. Dep’t of Justice, “Former Owner of Health Care Staffing Company Indicted for Wage Fixing” (Dec. 10, 2020).

  9. Press Release, U.S. Dep’t of Justice, “Health Care Company Indicted for Labor Market Collusion” (Jan. 7, 2021).

  10. For more on the challenges to the FTC’s proposed non-compete ban, read our Antitrust Agency Insights Q3 2024 Newsletter.

  11. Read our Enforcement Edge Blog posts from April 2022 and May 2022 on the acquittals in DOJ Antitrust’s criminal cases related to labor markets.

  12. Read our Enforcement Edge Blog post on the Joint Labor Task Force.

  13. Memorandum From Chairman Ferguson to FTC Directors re: Directive Regarding Labor Markets Task Force (Feb. 26, 2025).

  14. Anna Langlois, “Meador: FTC should prioritise noncompetes,” Global Competition Review (Feb. 25, 2025).

  15. See, e.g., Ferguson Dissent on Non-Compete Rule; Dissenting Statement of Comm’r Holyoak, In the Matter of the Non-Compete Clause Rule, FTC Matter No. P201200 (June 28, 2024) (the Holyoak Dissent on Non-Compete Rule).

  16. See Holyoak Dissent on Non-Compete Rule at 15. In his dissent on the non-compete rule, Commissioner Ferguson agreed with Commissioner Holyoak that Section 6(g) of the FTC Act does not support competition rulemaking or give the Commission the authority to issue that particular rule. Ferguson Dissent on Non-Compete Rule at 8.

  17. See, e.g., Dissenting Statement of Comm’r Holyoak, Negative Option Rule, FTC Matter No. P064202 (Oct. 16, 2024) (the Holyoak Dissent on Negative Option Rule). Commissioner Ferguson voted against the final negative option rule, but he did not issue a dissenting statement.

  18. Dissenting Statement of Comm’r Ferguson, Fall 2024 Regulatory Plan and Regulatory Agenda, FTC Matter No. P072104 (Dec. 13, 2024) (“The Commission under President Trump will focus primarily on our traditional role as a cop on the beat. We will vigorously and faithfully enforce the laws that Congress has passed, rather than writing them.”); see also Holyoak Dissent on Negative Option Rule at 13 (“the Commission is at its best when it focuses on enforcing the law, not writing it”).

  19. Concurring Statement of Comm’r Holyoak, Trade Regulation Rule on Unfair or Deceptive Fees, FTC Matter No. R207011 (Dec. 17, 2024) (the Holyoak Statement on Junk Fees Rule).

  20. Dissenting Statement of Comm’r Ferguson re: Unfair or Deceptive Fees Rulemaking, FTC Matter No. R207011 (Dec. 17, 2024) (dissenting “on grounds having nothing to do with the merits of the Final Rule”).

  21. Press Release, Fed. Trade Comm’n, “Federal Trade Commission Announces Bipartisan Rule Banning Junk Ticket and Hotel Fees” (Dec. 17, 2024).

  22. See Holyoak Statement on Junk Fees Rule; Holyoak Dissent on Negative Option Rule at 13 (“But I am not reflexively opposed to rulemaking where Congress has delegated the Commission relevant authority, and we act consistent with that authority”).

  23. Opp. to Mot. to Dismiss, Fed. Trade Comm’n v. Southern Glazer’s Wine and Spirits, LLC, No. 8:24-cv-02684 (C.D. Cal. Mar. 10, 2025).

  24. Dissenting Statement of Comm’r Ferguson, In the Matter of Southern Glazer’s Wine and Spirits, LLC, FTC Matter No. 211-0155 (Dec. 12, 2024); Dissenting Statement of Comm’r Holyoak, In the Matter of Southern Glazer’s Wine and Spirits, LLC, FTC Matter No. 211-0155 (Dec. 12, 2024); Dissenting Statement of Comm’r Ferguson, In the Matter of Non-Alcoholic Beverages Price Discrimination Investigation, FTC Matter No. 2210158 (Jan. 17, 2025); Dissenting Statement of Comm’r Holyoak, In the Matter of PepsiCo, Inc., FTC Matter No. 2210158 (Jan. 17, 2025).

  25. See Mark Meador, “Not Enforcing the Robinson-Patman Act is Lawless and Likely Harms Consumers,” The Federalist Society (July 9, 2024).

  26. See our Advisory on AI-related antitrust efforts under the Biden administration.

  27. See Exec. Order, “Removing Barriers to American Leadership in Artificial Intelligence” (Jan. 23, 2025).

  28. For more on the agencies’ focus on AI and algorithmic information sharing, read our Antitrust Agency Insights Q1 2024 Newsletter.

  29. See Concurring and Dissenting Statement of Comm’r Ferguson re: FTC Staff Report on AI Partnerships & Investments 6(b) Study, FTC Matter No. P246201 (Jan. 17, 2025) (“AI technology shows remarkable promise. It could be a driving force for innovation, economic growth, and increased productivity for American workers in the coming years”).

  30. See, e.g., Remarks by Chair Khan, Private Capital, Public Impact Workshop on Private Equity in Healthcare (Mar. 5, 2024); Statement of Chair Khan and Comm’rs Slaughter & Bedoya, In the Matter of Welsh, Carson, Anderson & Stowe, FTC File No. 2010031 (Jan. 17, 2025).

  31. Concurring Statement of Comm’rs Ferguson & Holyoak, In the Matter of US Anesthesia Partners/Guardian Anesthesia, FTC Matter No. 2010031 (Jan. 17, 2025).

  32. Id.

  33. Press Release, Fed. Trade Comm’n, “FTC Challenges Medical Device Coatings Deal” (Mar. 6, 2025).

  34. Read our Advisory on the agencies’ focus on interlocking directorates under the Biden administration.

  35. See, e.g., Press Release, Fed. Trade Comm’n, “FTC Acts to Prevent Interlocking Directorate Arrangement, Anticompetitive Information Exchange in EQT, Quantum Energy Deal” (Aug. 16, 2023); Press Release, U.S. Dep’t of Justice, “Directors Resign from the Boards of Five Companies in Response to Justice Department Concerns about Potentially Illegal Interlocking Directorates” (Oct. 19, 2022); Press Release, U.S. Dep’t of Justice, “Justice Department’s Ongoing Section 8 Enforcement Prevents More Potentially Illegal Interlocking Directorates” (Mar. 9, 2023); Press Release, U.S. Dep’t of Justice, “Two Warner Bros. Discovery Directors Resign after Justice Department Expresses Antitrust Concerns” (Apr. 1, 2024).

  36. Press Release, Fed. Trade Comm’n, “FTC Approves Final Order in Exxon-Pioneer Deal” (Jan. 17, 2025).

  37. Dissenting Statement of Comm’rs Ferguson & Holyoak, In the Matter of ExxonMobil/Pioneer Resources, FTC File No. 241004 (Jan. 17, 2025).

  38. See, e.g., Exec. Order, “Putting America First in International Environmental Agreements” (Jan. 20, 2025); Exec. Order, “Ending Illegal Discrimination and Restoring Merit-Based Opportunity” (Jan. 21, 2025).

  39. David Shepardson, “U.S. launches antitrust probe into California automaker agreement,” Reuters (Sept. 6, 2019); David Shepardson, “U.S. ends antitrust probe of four automakers over California emissions deal,” Reuters (Feb. 7, 2020).

Find more content tagged:

Key Contacts

Sonia Kuester Pfaffenroth
Sonia Kuester Pfaffenroth
Partner
Washington, D.C.
+1 202.942.6831
Matthew Tabas
Matthew Tabas
Partner
Washington, D.C.
+1 202.942.6224
John Holler
John Holler
Senior Associate
New York
+1 212.836.7739

Related Services