Joint Ventures

• Date: 02 June 2025

93

CHAPTER IV

JOINT VENTURES

A. Introduction

Although 2024 did not see much in the way of significant case law

regarding joint ventures, it did result in DOJ and the FTC withdrawing the

longstanding Competitor Collaboration Guidelines.1 In their brief

withdrawal statement, the agencies stated the Competitor Collaboration

Guidelines no longer reflect the evolution of jurisprudence interpreting

Section 1 of the Sherman Act as applied to joint ventures and “fail to

address the competitive implications of modern business practices and

rapidly changing technologies....”2

B. Legal Standards Applicable to Joint Ventures

2. Enforcement Agency Guidelines for Joint Ventures

In December 2023, the FTC and DOJ finalized new merger

guidelines.3 With respect to joint ventures, the 2023 Merger Guidelines set

forth lower market concentration thresholds at which the agencies will

presume anticompetitive effects. 4 Since the publication of the 2023

Merger Guidelines, neither agency challenged a joint venture as illegal

under Section 7 of the Clayton Act.

In December 2024, the FTC and DOJ withdrew the Competitor

Collaboration Guidelines, stating they “no longer provide reliable

1. See U.S. DEP’T OF JUSTICE & FED. TRADE COMM’N, ANTITRUST

GUIDELINES FOR COLLABORATIONS AMONG COMPETITORS (2000)

[hereinafter COMPETITOR COLLABORATION GUIDELINES], available at

http://www.ftc.gov/os/2000/04/ftcdojguidelines.pdf; U.S. Dep’t of Justice

& Fed. Trade Comm’n, Justice Department and Federal Trade Commission

Withdraw Guidelines for Collaboration Among Competitors

(Dec. 11, 2024) [hereinafter Competitor Collaboration Guidelines

Withdrawal Statement], available at

https://www.justice.gov/atr/media/1380001/dl?in line.

2. See Competitor Collaboration Guidelines Withdrawal Statement, supra

note 1.

3. U.S. DEP’T OF JUSTICE & FED. TRADE COMM’N, HORIZONTAL MERGER

GUIDELINES (2023) [hereinafter 2023 MERGER GUIDELINES], available at

https://www.justice.gov/d9/2023-12/2023%20Merger%20Guidelines.pdf.

4. Id. at 5-6.