State attorneys general are increasingly challenging federal antitrust settlements and merger approvals—most recently in the $6.2 billion Nexstar/Tegna broadcast television transaction. In addition, congressional Democrats have proposed expanding the Tunney Act to enhance transparency, empower states to continue abandoned federal cases, and constrain merger closings during judicial review. For companies planning strategic transactions, these developments signal that federal clearance alone may no longer end deal risk.
Old HSR Form Returns as Fifth Circuit Rejects FTC’s Bid to Preserve Overhauled HSR Merger Filing Form During Appeal
The FTC’s expanded Hart-Scott-Rodino (HSR) premerger notification form is now no longer required for reportable transactions after the Fifth Circuit denied the FTC’s motion for a stay pending appeal last week, meaning merging parties may immediately revert to the prior, less burdensome HSR filing form.
Key Takeaways
- Immediate filing relief. Merging parties may now file HSR notifications using the prior, less burdensome form. The FTC has stated it is updating its systems and will continue to accept filings under either form.
- Signal on the merits. The Fifth Circuit’s refusal to stay the lower court’s order during the appeal may indicate skepticism toward the FTC’s arguments, although the merits appeal remains pending.
- Continued uncertainty. The FTC’s appeal is still active. If the Fifth Circuit ultimately reverses the district court, the expanded form could be reinstated, potentially with a compliance grace period. Parties should monitor developments closely.
- Practical planning. Deal teams preparing HSR filings should coordinate with antitrust counsel to determine which form to use. Filing under the prior form will generally be less time-intensive and costly, but parties should consider whether voluntarily using the new form may offer any strategic benefit for transactions likely to receive scrutiny.
The Federal Trade Commission Forms Healthcare Task Force to Address Competition in Healthcare Markets
The Federal Trade Commission (FTC) has formed a Healthcare Task Force to focus on competition and consumer protection issues in healthcare markets and to develop policy recommendations aimed at improving healthcare market practices. The memorandum establishing the Task Force describes its mandate, structure and intended workstreams.
Implications for Healthcare Market Participants
The Task Force is intended to provide a more coordinated and systematic framework for the FTC’s work in this sector, aligning enforcement, research and policy to address emerging and persistent issues in healthcare competition and consumer protection.
The memorandum signals that the FTC will continue to prioritize healthcare as a core enforcement and policy area. Market participants – including providers, payers, intermediaries, and other healthcare entities – can expect:
- Continued scrutiny of transactions, joint ventures and contracting practices that may affect competition.
- Ongoing attention to representations and business practices that may mislead or harm healthcare consumers.
- Increased emphasis on policy development and advocacy that may shape future regulatory and enforcement approaches in healthcare markets.
Healthcare Consolidation and Competition State Legislation Tracker: 2025 in Review
State legislatures are increasingly active in reshaping healthcare markets, with 2025 marking a particularly aggressive year for legislative action. Across many jurisdictions, new laws expand premerger visibility into healthcare deals, require greater ownership and affiliation transparency, restrict private equity and management service organization involvement in clinical enterprises, recalibrate certificate‑of‑need (CON) frameworks and curb post‑employment noncompete for physicians and other clinicians. Several measures also address patient‑facing transparency and communications. While federal scrutiny of healthcare transactions and practices remains significant, new state legislation is presenting most immediate changes to deal planning, governance and employment structures. Read the full Alert on the Duane Morris website.
Senate Democrats Introduce Sweeping Meatpacking Industry Legislation with Significant Antitrust Implications
On March 5, 2026, Senate Democrats introduced legislation that would fundamentally restructure the U.S. meatpacking industry. The Family Grocery and Farmer Relief Act proposes mandatory divestitures, cross-protein operation bans, foreign ownership restrictions and new limitations on vertical supply relationships—changes that could affect virtually every major player in the sector.
California’s AB 1776 Would Significantly Expand State Antitrust Law
The California Legislature is currently considering a bill that would substantially expand the scope and enforcement mechanisms of California’s antitrust regime. On January 30, 2026, the California Law Revision Commission officially approved a final legislative proposal to broaden the state’s antitrust statute, the Cartwright Act, to include single-firm conduct and to allow state enforcers to go beyond the federal Sherman Act. While the bill, AB 1776, remains under consideration in the state Legislature, it reflects a broader trend toward more aggressive antitrust regulation and enforcement at the state level, both in California and nationally. Read the Alert on the Duane Morris LLP website.