The Justice Department announced today that it will require Third Point LLC and three funds it manages (Third Point Offshore Fund Ltd., Third Point Ultra Ltd., and Third Point Partners Qualified L.P.) to pay a $609,810 civil penalty and be subject to injunction for violating antitrust premerger notification requirements in connection with the three funds’ acquisition of shares of DowDupont Inc.
The Justice Department’s Antitrust Division, at the request of the Federal Trade Commission (FTC), filed a civil antitrust lawsuit today in U.S. District Court in Washington, D.C. against Third Point LLC and three funds it manages for violating the premerger notification and waiting period requirements of the Hart-Scott-Rodino (HSR) Act of 1976. At the same time, the department filed a proposed settlement, subject to approval by the court, under which the three Third Point funds have agreed collectively to pay a $609,810 civil penalty to resolve the lawsuit. The settlement also includes injunctive relief, under which Third Point LLC and the three funds are prohibited from undertaking similar acquisitions without complying with notification and waiting period requirements of the HSR Act.
The HSR Act imposes notification and waiting period requirements for transactions meeting certain size thresholds so that they can undergo premerger antitrust review. Federal courts can assess civil penalties for premerger notification violations under the HSR Act in lawsuits brought by the department. The maximum civil penalty for an HSR violation, which is adjusted annually, is currently $42,530 per day.
Further details about this matter are described in the FTC’s press release issued today, and in the attached complaint and competitive impact statement.
As required by the Tunney Act, the proposed settlement, along with the competitive impact statement, will be published in the Federal Register. Any person may submit written comments concerning the proposed settlement during a 60-day comment period to Kenneth A. Libby, Special Attorney, United States, c/o Federal Trade Commission, 600 Pennsylvania Avenue NW, Washington, D.C. 20580. At the conclusion of the 60-day comment period, the U.S. District Court for the District of Columbia may enter the final judgment upon a finding that it serves the public interest.
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