Wire · regulatory
US Obtains Largest Penalty For Evading HSR Premerger Notification Requirements
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Fusion42 · 16 July 2026 · Fusion42 review
The US FTC and DOJ obtained a $12 million penalty against Edwards Lifesciences and Genesis MedTech for structuring the acquisition of JC Medical to intentionally avoid HSR premerger notification thresholds by splitting consideration across a headline purchase price and a contemporaneous investment. The enforcement action signals increased antitrust agency scrutiny of deal structuring designed to evade filing requirements.
This Wire brief sits within Fusion42's coverage of Medtech.
◆ ◆ The Wire takeaway
If you're buying a company just under the HSR threshold, the FTC now treats even a separate investment round as part of the deal price, and penalties are seven figures. Split your consideration across unrelated parties or genuinely different assets—or file.
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1 source · 16 Jul 2026
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