July 14, 2016
This post updates the public deal antitrust reverse termination fee database through June 30, 2016.
An antitrust reverse termination fee (ARTF), sometimes called an antitrust reverse breakup fee, is a fee payable by the buyer to the seller if and only if the deal cannot close because the necessary antitrust approvals or clearances have not been obtained. The idea behind an antitrust reverse termination fee is twofold: (1) it provides a financial incentive to the buyer to propose curative divestitures or other solutions to satisfy the competitive concerns of the antitrust reviewing authorities and so permit the deal to close, and (2) it provides the seller with some compensation in the event the deal does not close for antitrust reasons.
Our sample now covers 978 strategic negotiated transactions announced between January 1, 2005, and June 30, 2016. Of these, 114 transactions, or 11.7% of the total, had antitrust reverse termination fees. The fees were very idiosyncratic and showed no statistically significant relationship to the transaction value of the deal or trend over time, with fees ranging from a low of 0.1% to a high of 39.8%. The average antitrust reverse termination fee for the sample was 5.5% of the transaction value, although several high percentage fees skewed the distribution to the high end. A better indicator may be the median, which was 4.6% of the transaction value.
NB: The percentage intervals on the horizontal axis are not of equal size.
July 14, 2016
June 13, 2016
Goeteyn and Rawnsley Author Article on EU Damages Directive and Access to Evidence for Antitrust Damages ActionsPartner Geert Goeteyn (Brussels–Antitrust) and counsel Collette Rawnsley (London–Antitrust) have authored an article in The Strategic View – Competition Litigation 2016 on “The EU Damages Directive and Access to Evidence for Antitrust Damages Actions.” In this article, the authors consider how the EU Damages Directive seeks to provide victims of competition law infringements with easier access to evidence for the purposes of private damages actions, while preserving the effectiveness of public enforcement tools.
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