Preface

• Pages: 13-14

PREFACE

As with its predecessors, the fourth edition of Mergers and

Acquisitions: Understanding the Antitrust Issuesis designed to be a

comprehensive review of United States substantive merger law for use

by counsel evaluating or advocating a transaction. After a brief overview

of applicable U.S. antitrust laws (Chapter I) and U.S. enforcement policy

and procedure (Chapter II), the book guides the reader through the

substantive analysis, following the analytical framework set forth in the

2010 Department of Justice and Federal Trade Commission Horizontal

Merger Guidelines. It begins with evidence of adverse anticompetitive

effects (Chapter III), moves to discussion of relevant market and

concentration (Chapter IV), and then focuses on possible coordinated and

unilateral effects (Chapter V), evidence that may demonstrate the

absence of anticompetitive effects (Chapter VI), efficiencies (Chapter

VII), and specific defenses to mergers that might otherwise be unlawful

(Chapter VIII). The book then devotes separate chapters to special issues

regarding partial acquisitions (Chapter IX), the potential competition

doctrine (Chapter X), and vertical and conglomerate mergers (Chapters

XI and XII, respectively). The book then addresses issues particular to

international transactions (Chapter XII) and concludes with a discussion

of judicial relief and remedies in Chapter XIV.

The fourth edition includes an entirely new chapter on evidence of

adverse competitive effects, given the 2010 Merger Guidelines’focus on

such evidence, and an expanded discussion of the economic principles

that are emphasized in the MergerGuidelines. The partial acquisitions

chapter is also new, reflecting increased focus on these issues at the U.S.

antitrust agencies. Given the ready availability on line of the sort of

materials that comprised the appendices in prior editions of the book, this

edition includes no appendices.

The book does not detail the process and procedures of merger

review at the federal agencies, although Chapter II touches on the topic;

for that, the ABA Section of Antitrust Law issued the fourth edition of its

practice guide entitled, The Merger Review Process: A Step-by-Step

Guide to Federal Merger Reviewin 2012. In addition, although the book

briefly discusses state merger enforcement, a more in-depth discussion of

that topic is available in the Section’s State Antitrust Practice and

Statutes(5th ed. 2014) and State Antitrust Enforcement Handbook

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