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INTRODUCTION 

The Hart-Scott-Rodino Antitrust Improvements Act of 1976, Pub. L. No. 94-435 (HSR Act 

or the Act), together with Section 13(b) of the Federal Trade Commission Act and Section 15 of 

the Clayton Act, enables the Federal Trade Commission (FTC or Commission) and the Antitrust 

Division of the Department of Justice (Antitrust Division or Division) to prevent anticompetitive 

mergers, acquisitions, and other types of transactions and to prevent interim harm to 

competition associated with those transactions. The premerger notification program was 

instrumental in alerting the Commission and the Division to transactions that became the 

subjects of numerous enforcement actions brought in fiscal year 2021.1 

The Commission and the Antitrust Division continue their efforts to identify and 

investigate those mergers, acquisitions, and other types of transactions that raise competition 

concerns. In fiscal year 2021, a record-breaking 3,520 transactions were reported under the 

HSR Act, representing about a 115 percent increase from the 1,637 transactions reported in 

fiscal year 2020. See Figure 1 below. 

0 

500 

1,000 

1,500 

2,000 

2,500 

3,000 

3,500 

4,000 

2012 2013 2014 2015 2016 2017 2018 2019 2020 2021 

1,429 1,326 

1,663 

1,801 1,832 

2,052 2,111 2,089 

1,637 

3,520 

Number of Transactions 

Fiscal Year 

HSR Merger Transactions Reported 

Fiscal Years 2012-2021 

(Figure 1) 

1 Fiscal year 2021 covered the period from October 1, 2020 through September 30, 2021. 
 

 

 

 

During fiscal year 2021, the Commission brought 18 merger enforcement challenges:2 5 

in which it issued final consent orders after a public comment period; 7 in which the transaction 

was abandoned or restructured as a result of antitrust concerns raised during the investigation; 

and 6 in which the Commission initiated administrative or federal court litigation. These 

enforcement actions addressed competition in numerous sectors of the economy, including 

consumer goods and services, pharmaceuticals, healthcare, high tech and industrial goods, and 

energy. 

In November 2020, the FTC issued an administrative complaint and authorized staff to 

seek a preliminary injunction to prevent the proposed acquisition of two Tenet-owned 

Memphis-area hospitals by Methodist Healthcare. The complaint alleged that the acquisition 

would have likely eliminated competition for a broad range of inpatient hospital services 

requiring an overnight stay. Shortly after the Commission filed its complaint, the parties 

abandoned the transaction. 

In December 2020, the FTC filed an administrative complaint and authorized staff to 

seek a preliminary injunction to prevent the merger of Procter & Gamble and Billie. The 

complaint alleged that the proposed merger would have eliminated the head-to-head 

competition between Procter & Gamble and Billie for the sale of women’s razors. In addition, 

the proposed merger would likely have eliminated Billie’s growing threat to Procter & Gamble’s 

dominant market share as it planned on entering the retail channel. Shortly after the 

Commission filed its complaint, the parties abandoned the transaction. 

Also in December, the Commission filed an administrative complaint and authorized 

staff to seek a preliminary injunction to block Hackensack Meridian Health’s acquisition of a 

community hospital operated by Englewood Healthcare Foundation in Bergen County, New 

Jersey. The complaint alleged that the proposed acquisition would substantially lessen 

competition for inpatient general acute care services in Bergen County. After an evidentiary 

hearing on the preliminary injunction motion, the district court granted the injunction and the 

defendant hospitals appealed. In March 2022, the Third Circuit affirmed, finding that the FTC 

had established the merger was presumptively unlawful and the defendants had failed to rebut 

the FTC’s “strong prima facie case.”3 

The Antitrust Division addressed anticompetitive mergers in a variety of industries, 

including agriculture, health care, financial services, technology, food, manufacturing, and 

waste management. During fiscal year 2021, the Division challenged 14 merger transactions: 

two in which it filed lawsuits in federal court to block the transactions; nine in which it filed a 

consent decree (i.e. filed a complaint and proposed settlement simultaneously in federal 

district court); and three in which the transaction was restructured in the face of the Division’s 

competition concerns. 

2

 To avoid double-counting, this Report includes only those merger enforcement actions in which the Commission 

or the Antitrust Division took its first public action during fiscal year 2021. 

3 FTC v. Hackensack Meridian Health, Inc. v. Englewood Healthcare Foundation, No. 21-2603 (3d Cir. Mar. 22, 

2022). 

2 
 

 

 

 

 

 

 

 

In November 2020, the Division challenged Visa Inc.’s proposed acquisition of Plaid Inc., 

alleging that the proposed acquisition would have violated Section 2 of the Sherman Act as well 

as Section 7 of the Clayton Act. While Plaid did not compete with Visa at the time, Plaid 

planned to leverage its existing technology—including connections to 200 million consumer 

bank accounts in the U.S.—to launch an online debit product that would compete with Visa at a 

lower cost to merchants. The complaint alleged that Visa sought to unlawfully maintain its 

monopoly in the market for online debit services by acquiring Plaid to eliminate it as a nascent 

competitive threat. The parties abandoned their transaction after the complaint was filed. 

In June 2021, the Division sued to block Aon plc’s proposed acquisition of Willis Towers 

Watson plc. The complaint alleged that the merger would have combined two of the “Big 

Three” global insurance broking and consulting firms, threatening to increase prices and reduce 

quality for businesses seeking to manage their risks and provide their employees with 

competitive health and retirement benefits. The parties abandoned the transaction before the 

trial commenced. 

The Commission’s Premerger Notification Office (PNO) website4 includes instructions for 

completing the HSR form, information on the HSR rules, current filing thresholds, filing fee 

instructions, and procedures for submitting post-consummation filings. The website also 

provides frequently asked questions regarding HSR filing requirements, the number of HSR 

transactions submitted each month, and contact information for PNO staff.5 

BACKGROUND OF THE HSR ACT 

Section 201 of the HSR Act amended the Clayton Act by adding a new Section 7A, 15 

U.S.C. § 18a. In general, the HSR Act requires that certain proposed acquisitions of voting 

securities, non-corporate interests, or assets be reported to the Commission and the Antitrust 

Division prior to consummation. The parties must then wait a specified period, usually 30 days 

(15 days in the case of a cash tender offer or bankruptcy sale), before they may complete the 

transaction. Whether a particular acquisition is subject to these requirements depends on the 

value of the acquisition and, in certain acquisitions, the size of the parties as measured by their 

sales and assets. Acquisitions valued below a certain threshold, acquisitions involving parties 

with assets and sales below a certain threshold, and certain classes of acquisitions that are less 

likely to raise antitrust concerns are excluded from the Act’s coverage. 

The Commission, with the concurrence of the Assistant Attorney General for the 

Antitrust Division, promulgated final rules implementing the premerger notification program on 

July 31, 1978. At that time, a comprehensive Statement of Basis and Purpose was published, 

containing a section-by-section analysis of the rules and an item-by-item analysis of the filing 

4 See https://www.ftc.gov/enforcement/premerger-notification-program. 5

 Resource materials are available on the PNO website; in addition, PNO staff is always available to help HSR 

practitioners comply with HSR notification requirements. 

3 
 

 

 

 

 

 

 

form.6 The program became effective on September 5, 1978. The Commission, with the 

concurrence of the Assistant Attorney General, has amended the rules and the filing form on 

many occasions over the years to improve the program’s effectiveness and to lessen the 

burden of complying with the rules, while ensuring that the agencies get all the information 

they need to analyze the underlying transaction.7 

The primary purpose of the statutory scheme, as the legislative history makes clear, is to 

provide the antitrust enforcement agencies with the opportunity to identify and review 

potentially anticompetitive mergers and acquisitions before they are consummated. The 

premerger notification program, with its filing and waiting period requirements, facilitates this 

goal. 

If either reviewing agency determines during the waiting period that further inquiry is 

necessary, the reviewing agency is authorized by Section 7A(e) of the Clayton Act to issue a 

request for additional information and documentary material (Second Request).8 The Second 

Request extends the waiting period for a specified period of time (usually 30 days, but 10 days 

in the case of a cash tender offer or bankruptcy sale) after all parties have complied with the 

Second Request (or, in the case of a tender offer or bankruptcy sale, after the acquiring person 

complies). This additional time provides the reviewing agency with the opportunity to analyze 

the information and to take appropriate action before the transaction is consummated. If the 

reviewing agency believes that a proposed transaction may substantially lessen competition, 

the agency may seek an injunction in federal district court to prohibit consummation of the 

transaction. The Commission also may challenge the transaction in administrative litigation. 

A STATISTICAL PROFILE OF THE PREMERGER NOTIFICATION PROGRAM 

The appendices to this Report provide a statistical summary of the operation of the 

premerger notification program. Appendix A shows, for the ten-year period covering fiscal 

years 2012-2021, the number of transactions reported; the number of filings received; the 

number of merger investigations in which Second Requests were issued; and the number of 

transactions in which requests for early termination of the waiting period were received, 

granted, and not granted.9 Appendix A also shows the number of transactions in which Second 

Requests could have been issued, as well as the percentage of transactions in which Second 

Requests were issued. Appendix B provides a month-by-month comparison of the number of 

transactions reported and the number of filings received for fiscal years 2012 through 2021. 

6

 43 Fed. Reg. 33450 (July 31, 1978). 

7 See https://www.ftc.gov/enforcement/premerger-notification-program/statute-rules-and-formalinterpretations/statements-basis-purpose. 8 15 U.S.C. §18a(e)(1)(a) (“The Federal Trade Commission or the Assistant Attorney General may, prior to the 

expiration of the 30-day waiting period (or in the case of a cash tender offer, the 15-day waiting period)...require 

the submission of additional information or documentary material relevant to the proposed acquisition”). 9

 The term “transaction,” as used in Appendices A and B and Exhibit A to this Report, does not refer only to 

individual mergers or acquisitions. A particular merger, joint venture, or acquisition may be structured such that it 

involves more than one filing that must be made under the HSR Act. 

4 
 

 

 

 

The statistics set out in these appendices show that the number of transactions 

reported in fiscal year 2021 increased 115 percent from the number of transactions reported in 

fiscal year 2020. In fiscal year 2021, 3,520 transactions were reported, while 1,637 were 

reported in fiscal year 2020.10 Of the 3,520 reported transactions, Second Requests could have 

been issued in 3,413 of them. The statistics in Appendix A also show that the number of 

merger investigations in which Second Requests were issued in fiscal year 2021 increased from 

the previous year. Second Requests were issued in 65 merger investigations in fiscal year 2021 

(42 issued by the FTC and 23 issued by the Antitrust Division), while Second Requests were 

issued in 48 merger investigations in fiscal year 2020 (23 issued by the FTC and 25 issued by the 

Antitrust Division). This is the largest number of Second Requests issued by the Agencies in 

twenty years. See Figure 2 below. With additional resources, the FTC and Antitrust Division 

likely would have issued a much greater number of second requests, given the historic increase 

in the absolute number of transactions. 

0.0% 

0.5% 

1.0% 

1.5% 

2.0% 

2.5% 

3.0% 

3.5% 

4.0% 

4.5% 

2012 2013 2014 2015 2016 2017 2018 2019 2020 2021 

3.5% 

3.7% 

3.2% 

2.7% 

3.0% 

2.6% 

2.2% 

3.0% 3.0% 

1.9%

Percent of Transactions 

Fiscal year 

Percentage of Transactions Resulting in Second Request 

Fiscal Years 2012-2021 

(Figure 2) 

10 This Report, like previous Reports, also includes annual data on “adjusted transactions in which a Second 

Request could have been issued” (adjusted transactions). See Appendix A & Appendix A n.2 (explaining calculation 

of that data). There were 3,413 adjusted transactions in fiscal year 2021, and the data presented in the Tables and 

the percentages discussed in the text of this Report (e.g., percentage of transactions resulting in Second Requests) 

are based on this figure. 

5 
 

 

 

The statistics in Appendix A show that early termination of the waiting period is 

requested in the majority of transactions. In fiscal year 2021, early termination was requested 

in 62.2 percent (2,124) of the adjusted transactions reported. In fiscal year 2020, early 

termination was requested in 71.7 percent (1,133) of the transactions reported. The 

percentage of requests granted out of the total requested decreased from 76.0 percent in fiscal 

year 2020 to 19.6 percent in fiscal year 2021, due to a suspension of the granting of early 

termination in February 2021, except in situations where merging parties entered into a 

consent order or the parties resolved the investigating agency’s concerns prior to fully 

complying with a Second Request.11 

The tables (Tables I through XI) in Exhibit A contain information regarding the agencies’ 

enforcement activities for transactions reported in fiscal year 2021. The tables provide, for 

example, various characteristics of transactions, the number and percentage of transactions in 

which one antitrust agency granted the other clearance to commence an investigation, and the 

number of merger investigations in which either agency issued Second Requests. Table III of 

Exhibit A shows that in fiscal year 2021, the agencies received clearance to conduct an initial 

investigation in 7.9 percent of the total number of transactions reported. The tables also 

provide the number of transactions based on the dollar value of transactions reported and the 

reporting threshold indicated in the notification report. In fiscal year 2021, the aggregate dollar 

value of reported transactions was $3.04 trillion.12 

Tables X and XI provide the number of transactions by industry group in which the 

acquiring person or the acquired entity derived the most revenue. Figure 3 illustrates the 

percentage of adjusted transactions within industry groups for fiscal year 2021 based on the 

acquired entity’s operations.13 

11 See https://www.ftc.gov/enforcement/competition-matters/2021/03/hsr-early-termination-after-secondrequest-issues. 

12 The information on the value of reported adjusted transactions for fiscal year 2021 is drawn from a database 

maintained by the Premerger Notification Office. 

13 The category designated as “Other” consists of industry segments that include construction, educational 

services, performing arts, recreation, and other non-classifiable businesses. 

6 
Percentage of Transactions By Industry Group of Acquired Entity 

Chemicals & 

Pharmaceuticals, 4.4% 

Health Services, 4.7% Transportation, 2.2% 

Energy & Natural 

Resources, 4.2% Consumer Goods & 

Services, 32.4% 

Information 

Technology, 9.1% 

Manufacturing, 9.9% Other, 23.3% 

Banking & Insurance, 

9.7% 

(Figure 3) 

7 
 

 

 

 

 

 

DEVELOPMENTS WITHIN THE PREMERGER PROGRAM 

1. Threshold Adjustments 

The 2000 amendments to the HSR Act require the Commission to publish adjustments 

to the Act’s jurisdictional and filing fee thresholds in the Federal Register annually, for each 

fiscal year beginning on September 30, 2004, based on the change in the gross national 

product, in accordance with Section 8(a)(5) of the Clayton Act. The Commission amended the 

rules in 2005 to provide a method for future adjustments as required by the 2000 amendments, 

and to reflect the revised thresholds contained in the rules. The Commission usually publishes 

the revised thresholds annually in January, and they become effective 30 days after publication. 

On February 2, 2021, the Commission published a notice14 to reflect adjustment of the 

reporting thresholds as required by the 2000 amendments15 to Section 7A of the Clayton Act, 

15 U.S.C. § 18a. The revised thresholds, including a decrease in the size of transaction 

threshold from $94 million to $92 million, became effective March 4, 2021. The thresholds are 

calculated based on the prior year’s GNP. This decrease in 2021 reflected the economic 

slowdown due to the pandemic. A reduction in the thresholds is unusual. The last time the 

reporting thresholds dropped was in 2009 due to the recession of 2008. 

2. Compliance 

The Commission and the Antitrust Division continued to monitor compliance with the 

premerger notification program’s filing and waiting period requirements and initiated a number 

of investigations in fiscal year 2021. The agencies use several methods to oversee compliance, 

including monitoring news outlets and industry publications for transactions that may not have 

been reported in accordance with the HSR Act’s requirements. Industry sources, such as 

competitors, customers, and suppliers, interested members of the public, and, in certain cases, 

the parties themselves, also provide the agencies with information about transactions and 

possible violations of the Act’s requirements. 

Under Section 7A(g)(1) of the Act, any person that fails to comply with the Act’s 

notification and waiting period requirements is liable for a civil penalty of up to $46,517 for 

each day the violation continues.16 The antitrust agencies examine the circumstances of each 

14 86 Fed. Reg. 7870 (Feb. 2, 2021). 

15 15 U.S.C. §18a(a). See Pub. L. No. 106-553, 114 Stat. 2762. 16 Dollar amounts specified in civil monetary penalty provisions within the Commission’s jurisdiction are adjusted 

for inflation in accordance with the Federal Civil Penalties Inflation Adjustment Act Improvements Act of 2015, 

Pub. L. No. 114-7 (Nov. 2, 2015). The adjustments have included an increase in the maximum civil penalty from 

$10,000 to $11,000 for each day during which a person is in violation of Section 7A(g)(1) (61 Fed. Reg. 54548 (Oct. 

21, 1996), corrected at 61 Fed. Reg. 55840 (Oct. 29, 1996)), to $16,000 effective February 10, 2009 (74 Fed. Reg. 

857 (Jan. 9, 2009)), to $40,000 effective August 1, 2016 (81 Fed. Reg. 42476 (June 30, 2016)), to $43,792 effective 

Jan. 13, 2021 (86 Fed. Reg. 2880 (Jan. 13, 2021)) and to $46,517 effective January 10, 2022, (87 Fed. Reg. 1070 

(Jan. 10, 2022). 

8 
 

 

 

 

 

violation to determine whether to seek penalties. During fiscal year 2021, 41 postconsummation “corrective” filings were received, and the agencies brought one enforcement 

action, resulting in more than $600,000 in civil penalties.

 In United States v. Richard D. Fairbank,

17 the complaint alleged that Mr. Fairbank, the 

CEO of Capital One Financial Corporation, violated the HSR Act by failing to file for an 

acquisition of additional voting securities of Capital One Financial when his holdings crossed the 

relevant threshold. Mr. Fairbank had previously failed to file HSR Forms for acquisitions of 

Capital One Financial voting securities as part of his compensation package. Under the terms of 

a negotiated settlement, Mr. Fairbank will pay a $637,950 civil penalty. On December 15, 2021, 

the court entered the final judgment. 

MERGER ENFORCEMENT ACTIVITY18 

The Department of Justice 

During fiscal year 2021, the Antitrust Division challenged 14 merger transactions that it 

concluded may have substantially lessened competition or tended to create a monopoly if 

allowed to proceed as proposed. In two of these challenges, the Antitrust Division filed a 

complaint in the U.S. district court and the parties abandoned the proposed transactions. 

Three challenges were resolved after the parties restructured the proposed transactions in the 

face of the Division’s competitive concerns. The Division also accepted consent decrees to 

resolve nine other matters. 

In United States v. Visa Inc. and Plaid Inc.,

19 the Division filed suit to block Visa Inc.’s $5.3 

billion proposed acquisition of Plaid Inc. The complaint alleged that Visa is a monopolist in 

online debit services and sought to protect its monopoly by acquiring Plaid, a nascent 

competitor developing a disruptive and innovative, lower-cost option for online debit 

payments. The complaint also alleged that the acquisition, if allowed to proceed, likely would 

have enabled Visa to raise prices, increase barriers to entry, and reduce quality, service, choice 

and innovation in the online debit market. On January 12, 2021, Visa and Plaid terminated their 

merger agreement and abandoned the proposed acquisition.

 In United States v. Aon plc and Willis Towers Watson plc,

20 the Division filed a lawsuit to 

enjoin Aon plc (Aon) from acquiring Willis Towers Watson plc. (Willis). The complaint alleged 

that the proposed acquisition would have combined two of the three largest insurance brokers 

in the world. The complaint further alleged that combination would have eliminated 

17 United States v. Richard D. Fairbank, No. 1:21-cv-02325 (D.D.C. filed on Sept. 2, 2021), 

https://www.ftc.gov/enforcement/cases-proceedings/2010065/richard-d-fairbank-us-v. 18 The cases listed in this section were not necessarily reportable under the premerger notification program. Given 

the confidentiality of information obtained pursuant to the Act, it would be inappropriate to identify the cases 

initiated under the program except in those instances in which that information has already been disclosed. 19 United States v. Visa Inc. and Plaid Inc., 3:20-cv-07810 (N.D. Cal. filed Nov. 5, 2020). 20 United States v. Aon plc and Willis Towers Watson plc, No. 1:21-cv-01633 (D.D.C. filed June 16, 2021). 

9 
 

 

 

substantial head-to-head competition between Aon and Willis resulting in higher prices and less 

innovation in five relevant product markets (1) property, casualty, and financial risk broking for 

large customers; (2) health benefits broking for large customers; (3) actuarial services for large 

single-employer defined benefit pension plans; (4) the operation of private multicarrier retiree 

exchanges; and (5) reinsurance broking. On July 26, 2021, Aon and Willis abandoned the 

proposed acquisition. 

The Division accepted for public comment and finalized consent decrees in the following 

nine merger matters. 

In United States v. Liberty Latin America Ltd., Liberty Communications of Puerto Rico LLC, 

and AT&T Inc.,

21 the Division challenged the proposed acquisition of AT&T Inc.’s (AT&T) 

wireless and wireline telecommunications operations in Puerto Rico and U.S. Virgin Islands by 

Liberty Latin America Ltd. (Liberty). A proposed final judgment, filed concurrently with the 

complaint on October 23, 2020, required Liberty to divest fiber network assets and customer 

accounts in Puerto Rico. The court entered the final judgment on February 3, 2021. 

In United States, State of Florida, State of Illinois, State of Minnesota, Commonwealth of 

Pennsylvania and State of Wisconsin v. Waste Management, Inc. and Advanced Disposal 

Services, Inc.,

22 the Division along with the attorneys general of Florida, Illinois, Minnesota, 

Pennsylvania, and Wisconsin, challenged the proposed acquisition of Advanced Disposal 

Services, Inc. (ADI) by Waste Management, Inc. (WMI). Under the terms of a proposed final 

judgment filed simultaneously with the complaint on October 23, 2020, the parties agreed to 

divest specified commercial waste collection and municipal solid waste disposal assets in ten 

different states to GFL Environmental Inc., or an alternative acquirer acceptable to the United 

States. The court entered the final judgment on May 3, 2021. 

In United States v. Intuit Inc. and Credit Karma, Inc.,

23 the Division challenged Intuit 

Inc.’s proposed acquisition of Credit Karma, Inc. The Division filed a complaint and proposed 

final judgment on November 25, 2020. The decree required Intuit to divest its CKT business to 

Square, Inc. or an alternative acquirer acceptable to the United States. The court entered the 

final judgment on August 2, 2021. 

In United States and State of New Hampshire v. Harvard Pilgrim Health Care, Inc. and 

Health Plan Holdings, Inc.,

24 the Division and the State of New Hampshire challenged the 

proposed merger of Harvard Pilgrim Health Care and Health Plan Holdings (f/k/a Tuffs Health 

Plan). On December 14, 2020, a proposed final judgment was filed simultaneously with the 

21 United States v. Liberty Latin America Ltd., Liberty Commc’ns of Puerto Rico LLC, and AT&T Inc., No. 1:20-cv03064 (D.D.C. filed Oct. 23, 2020). 

22 United States, State of Florida, State of Illinois, State of Minnesota, Commonwealth of Pennsylvania and State of 

Wisconsin v. Waste Mgmt., Inc. and Advanced Disposal Servs., Inc., No. 1:20-cv-03063 (D.D.C. filed Oct. 23, 2020). 23 United States v. Intuit Inc. and Credit Karma, Inc., No. 1:20-cv-03441 (D.D.C filed Nov. 25, 2020). 24 United States and State of New Hampshire v. Harvard Pilgrim Health Care, Inc. and Health Plan Holdings, Inc., 

No. 1:20-cv-01183 (D. N.H. filed Dec. 14, 2020). 

10 
 

 

 

 

complaint. The terms of the settlement required the parties to divest Health Plan Holdings’ 

New Hampshire subsidiary, Tufts Health Freedom Plans, Inc. to UnitedHealth Group, Inc. or an 

alternative acquirer acceptable to the United States. The court entered the final judgment on 

March 22, 2021. 

In United States and State of Alabama v. Republic Services, Inc. and Santek Waste 

Services, LLC,

25 the Division along with the State of Alabama challenged the proposed 

acquisition of Santek Waste Services, LLC (Santek) by Republic Services, Inc. (Republic). A 

proposed final judgment, filed simultaneously with the complaint on March 31, 2021, required 

the parties to divest specified commercial waste collection and municipal solid waste disposal 

assets in five different states. The court entered the final judgment on July 1, 2021. 

In United States v. Stone Canyon Indus. Holdings LLC, SCIH Salt Holdings Inc., K+S 

Aktiengesellschaft and Morton Salt, Inc.,

26 the Division challenged the acquisition of K+S 

Aktiengesellschaft (K+S) Operating Unit Salt Americas business, a bundle of several subsidiaries, 

including Morton Salt, Inc. (Morton), by Stone Canyon Industry Holdings LLC (Stone Canyon) 

and its portfolio company SCIH Salt Holdings Inc. (SCIH). On April 19, 2021, the Division filed a 

complaint and proposed final judgement requiring Stone Canyon and SCIH to divest US Salt, 

which comprised their entire evaporated salt business. The court entered the final judgment 

on August 10, 2021. 

In United States v. Zen-Noh Grain Corp. and Bunge North America, Inc.,

27 the Division 

challenged the proposed acquisition of 35 operating and 13 idled U.S. grain elevators in nine 

states from Bunge North America, Inc. (Bunge) by Zen-Noh Grain Corp. (Zen-Noh). A proposed 

final judgment was filed simultaneously with the complaint on June 1, 2021. Pursuant to the 

terms of the settlement, Zen-Noh agreed to divest nine grain elevators in nine geographic areas 

located in five states along the Mississippi River and its tributaries. 

In United States v. Eaton Corp. plc and Danfoss A/S,

28 the Division challenged the 

proposed acquisition of Eaton Corporation plc’s (Eaton) hydraulics business by Danfoss A/S 

(Danfoss). A proposed final judgment, filed concurrently with the complaint on July 14, 2021, 

required the parties to divest assets from both Danfoss’s and Eaton’s orbital motor and 

hydraulic steering unit manufacturing businesses. The court entered the final judgment on 

October 26, 2021. 

In United States v. Gray Television, Inc. and Quincy Media, Inc.,

29 the Division challenged 

Gray Television, Inc.’s proposed acquisition of Quincy Media, Inc. A proposed final judgment 

25 United States and State of Alabama v. Republic Servs., Inc. and Santek Waste Servs., LLC, No. 1:21-cv-00883 

(D.D.C. filed Mar. 31, 2021). 

26 United States v. Stone Canyon Indus. Holdings LLC, SCIH Salt Holdings Inc., K+S Aktiengesellschaft and Morton 

Salt, Inc., No. 1:21-cv-01067 (filed Apr. 19, 2021). 27 United States v. Zen-Noh Grain Corp. and Bunge North America, Inc., No. 1:21-cv-01482 (filed June 1, 2021). 28 United States v. Eaton Corp. plc and Danfoss A/S, No. 1:21-cv-01880 (D.D.C. July 14, 2021). 29 United States v. Gray Television, Inc. and Quincy Media, Inc., No. 1:21-cv-02041 (July 28, 2021). 

11 
 

 

 

 

 

was filed simultaneously with the complaint on July 28, 2021. The terms of the final judgment 

required the parties to divest certain broadcast television stations and related assets to 

acquirers approved by the United States. The court entered the final judgment on October 25, 

2021. 

The Federal Trade Commission 

During fiscal year 2021, the Commission challenged 18 mergers that may have 

substantially lessened competition or tended to create a monopoly if allowed to proceed as 

proposed. In six cases, the Commission initiated administrative or federal court litigation, and 

seven mergers were abandoned after the Commission raised concerns about their potential for 

eliminating beneficial competition. The Commission also accepted consent orders that require 

divestitures and other strong relief in five merger cases. 

In Methodist/Tenet St. Francis,

30 the Commission filed an administrative complaint 

challenging Methodist Le Bonheur’s $350 million proposed acquisition of two Memphis-area 

hospitals, known as St. Francis, owned by Tenet Healthcare. The Commission also authorized 

staff to seek a preliminary injunction in federal court to maintain the status quo pending the 

outcome of the administrative trial. The complaint alleged that the proposed merger would 

likely harm competition in the Memphis area for a broad range of inpatient medical and 

surgical services that require an overnight hospital stay. The proposed merger would have 

eliminated the competitive pressure that has driven quality improvements and lowered 

hospital rates in Memphis. Only one other major hospital system, Baptist Memorial, would 

meaningfully constrain the combined health system. Shortly after the Commission filed its 

complaint, the parties abandoned the transaction. 

In CoStar/RentPath,

31 the Commission filed an administrative complaint challenging 

CoStar’s $587.5 million proposed acquisition of RentPath. The Commission also authorized 

staff to seek a preliminary injunction in federal court to maintain the status quo pending the 

outcome of the administrative trial. CoStar and RentPath operate websites that match 

prospective renters with available apartments. The complaint alleged that the proposed 

merger would likely increase concentration in the already concentrated markets for internet 

listing services for apartments in 49 metropolitan areas across the United States. The proposed 

merger would have eliminated the aggressive head-to-head competition that has kept 

advertising rates low while offering consumers a convenient tool for finding apartments. 

Shortly after the Commission filed its complaint, the parties abandoned the transaction. 

30 In the Matter of Methodist Le Bonheur Healthcare and Tenet Healthcare Corporation, FTC Dkt. C-9396 (complaint 

filed on Nov. 12, 2020), https://www.ftc.gov/enforcement/cases-proceedings/191-0189/methodist-le-bonheurhealthcare-matter. 31 In the Matter of CoStar Group, Inc. and RentPath Holdings, Inc., FTC Dkt. C-9398 (complaint filed on Nov. 30, 

2020), https://www.ftc.gov/enforcement/cases-proceedings/201-0061/costar-group-rentpath-holdings-matter. 

12 
 

 

 

 

 

 

 

 

In Hackensack/Englewood,

32 the Commission filed an administrative complaint 

challenging Hackensack Meridian Health’s proposed acquisition of Englewood Healthcare 

Foundation, two leading providers of inpatient general acute care hospital services in Bergen 

County, New Jersey. The Commission also authorized staff to seek a preliminary injunction in 

federal court. The complaint alleged that the proposed merger would likely harm competition 

because Hackensack and Englewood had a history of competing against each other to improve 

quality and services. The combination would eliminate this competition and leave insurers with 

few alternatives for inpatient general acute care services. On June 2, 2021, the United States 

District Court for the District of New Jersey granted the preliminary injunction. The parties 

appealed this decision to the Third Circuit Court of Appeals. On March 22, 2022, the Third 

Circuit affirmed the District Court’s decision, and shortly afterwards the parties abandoned the 

transaction. 

In Procter & Gamble/Billie,

33 the Commission filed an administrative complaint 

challenging P&G’s proposed acquisition of Billie, a direct-to-consumer company that began 

selling women’s razors and body care products in November 2017. The Commission also 

authorized staff to seek a preliminary injunction in federal court. The complaint alleged that 

the proposed merger would allow P&G, the market-leading supplier of both women’s and 

men’s wet shave razors, to buy Billie, a newer but expanding maker of women’s razors, to 

eliminate a growing competitive threat that would result in more choices and better pricing for 

consumers. The proposed merger would have also halted Billie’s anticipated expansion into 

brick-and-mortar retail stores. Shortly after the Commission filed its complaint, the parties 

abandoned the transaction. 

In Illumina/Grail,

34 the Commission filed an administrative complaint and authorized 

staff to seek a preliminary injunction challenging Illumina’s $7.1 billion proposed acquisition of 

Grail, a maker of non-invasive, early detection liquid biopsy that screens for multiple types of 

cancer using DNA sequencing. Illumina was the only provider of DNA sequencing that is a 

viable option for these multi-cancer early detection (MCED) tests. The complaint alleged that 

the proposed merger would likely harm innovation in the market for MCED tests. The federal 

district court entered a stipulated TRO and protective order on April 1, 2021. Defendants filed a 

motion to transfer the matter to the Southern District of California, which the court granted on 

April 20, 2021. The same day, the EC announced that it had accepted requests from member 

states that the parties could not implement the transaction before notifying and obtaining 

clearance from the Commission. As a result, staff withdrew the TRO and PI court complaint. 

The administrative trial began on August 24, 2021, and concluded on September 24, 2021. 

Closing arguments took place on June 8, 2022. 

32 In the Matter of Hackensack Meridian Health, Inc. and Englewood Healthcare Foundation, FTC Dkt. C-9399 

(complaint filed on Dec. 3, 2020), https://www.ftc.gov/enforcement/cases-proceedings/2010044/hackensackmeridian-health-inc-englewood-healthcare-foundation. 33 In the Matter of The Procter & Gamble Company and Billie, Inc., FTC Dkt. C-9400 (complaint filed on Dec. 8, 

2020), https://www.ftc.gov/enforcement/cases-proceedings/2010042/procter-gamble-co-billie-inc-matter. 34 In the Matter of Illumina, Inc. and Grail, Inc., FTC Dkt. C-9401 (complaint filed on March 30, 2021), 

https://www.ftc.gov/enforcement/cases-proceedings/201-0144/illumina-inc-grail-inc-matter. 

13 
 

 

 

 

 

In Heidelberg/Keystone,

35 the Commission challenged Heidelberg’s Lehigh Cement 

Company’s $151 million acquisition of Keystone Cement Company. The Commission also 

authorized staff to seek a preliminary injunction in federal court. The complaint alleged the 

proposed merger would likely harm competition in the market for the key ingredient used to 

make concrete. Cement is an essential ingredient of concrete and there are no reasonable 

substitutes. Lehigh owned and operated multiple facilities that sold concrete in direct 

competition with Keystone, including two plants located within 40 miles of Keystone’s Bath, 

Pennsylvania plant. The combined firm would have controlled more than 50 percent of cement 

sales with two other competitors accounting for most of the other sales. Shortly after the 

Commission filed its complaint, the parties abandoned the transaction. 

The Commission also accepted for public comment and finalized consent orders in the 

following five merger matters. 

In Stryker/Wright,

36 the Commission challenged Stryker’s $4 billion proposed acquisition 

of Wright. The Commission’s complaint alleged the proposed merger would likely harm 

competition for the sale of total ankle replacements and finger joint implants. According to the 

complaint, Stryker and Wright were close competitors and this competition led to improved 

products, better service, and lower prices for these products. The proposed merger would 

have eliminated this competition and would have allowed the combined company to exercise 

market power unilaterally. To remedy these concerns, the Commission issued a consent order 

requiring the parties to divest all the assets associated with Stryker’s total ankle replacements 

and finger joint implants to DJO Global. Following a public comment period, the Commission 

approved the final order on December 11, 2020. 

In Pfizer/Mylan,

37 the Commission challenged Pfizer’s $900 million proposed 

combination with Mylan. The transaction contemplated that Pfizer would spin off its Upjohn 

division (Pfizer’s generic business) and combine it with Mylan to form a new company called 

Viatris. According to the complaint, the proposed transaction would likely harm competition in 

seven generic drug markets and future competition in three generic drug markets. To remedy 

these concerns, the Commission issued a consent order requiring the parties to divest rights 

and assets in these seven generic drug markets and requires prior Commission approval before 

Upjohn, Mylan, or Viatris may gain an interest in or exercise control over any third party’s rights 

in the three future generic drug markets. Following a public comment period, the Commission 

approved the final order on January 25, 2021. 

35 In the Matter of Heidelberg Cement AG, et. al., FTC Dkt. C-9402 (complaint filed on May 20, 2021), 

https://www.ftc.gov/enforcement/cases-proceedings/2010006/heidelbergcement-ag-et-al-matter. 36 In the Matter of Stryker Corporation, and Wright Medical Group N.V., FTC Dkt. C-4728 (final order issued on Dec. 

11, 2020), https://www.ftc.gov/enforcement/cases-proceedings/201-0014/stryker-wright-medical-matter. 37 In the Matter of Pfizer, Inc. et. al., FTC Dkt. C-4727 (final order issued on Jan. 25, 2021), 

https://www.ftc.gov/enforcement/cases-proceedings/191-0182/pfizermylan-matter. 

14 
 

 

 

 

 

In E. & J. Gallo/Constellation Brands,

38 the Commission challenged Gallo’s $1.4 billion 

proposed acquisition of certain assets of Constellation Brands. According to the complaint, the 

proposed transaction would have eliminated head-to-head competition for six types of wine 

and spirits products. To remedy these concerns, the Commission issued a consent order 

requiring Gallo to divest several product lines and remove others from its asset purchase 

agreement with Constellation. Following a public comment period, the Commission approved 

the final order on April 4, 2021. 

In Casey’s/Bucky’s,

39 the Commission challenged Casey’s $580 million proposed 

acquisition of Bucky’s. According to the complaint, the proposed merger would likely harm 

competition for the retail sale of gasoline in seven local markets in Nebraska and Iowa. The 

merger would have also eliminated the retail sale of diesel fuel in four of these markets. To 

remedy these concerns, the Commission required the parties to divest six retail fuel outlets, 

three Casey’s locations and three Bucky’s outlets, to Western Oil. Following a public comment 

period, the Commission approved the final order on June 8, 2021. 

In Seven & i/Marathon,

40 the Commission challenged 7-Eleven’s $21 billion proposed 

acquisition of Marathon’s Speedway Markets. According to the complaint, the proposed 

merger would likely harm competition for the retail sale of fuel in 292 local markets across 

twenty states. To remedy these concerns, the Commission issued a consent order requiring 

that 7-Eleven and Marathon divest 124 retail fuel outlets to Anabi Oil, 106 outlets to 

CrossAmerica, and 62 outlets to Jackson Food Stores. The order also prohibits 7-Eleven from 

enforcing any non-compete agreements to any franchisees or employees working at or doing 

business with the divested assets. Following a public comment period, the Commission 

approved the final order on November 8, 2021. 

* * * 

Prior to the HSR Act, businesses could, and often did, consummate transactions that 

raised significant antitrust concerns before the agencies had an opportunity to review 

them. This practice forced the agencies to engage in lengthy post-acquisition litigation, during 

the course of which the transaction’s anticompetitive effects continued to harm competition; 

furthermore, if effective post-acquisition relief was not practicable, the harm continued 

indefinitely. 

38 In the Matter of E. & J. Gallo Winery and Constellation Brands, Inc., FTC Dkt. C-4730 (final order issued on April 4, 

2021), https://www.ftc.gov/enforcement/cases-proceedings/191-0110/e-j-gallo-wineryconstellation-brandsmatter. 39 In the Matter of Casey’s General Stores, Inc. and Buck’s Intermediate Holdings, LLC, FTC Dkt. C-4742 (final order 

issued on June 8, 2021), https://www.ftc.gov/system/files/documents/cases/2110028c4742caseyscomplaint.pdf. 40 In the Matter of Seven & I Holdings and Marathon Petroleum Corporation, FTC Dkt. C-4748 (final order issued on 

Nov. 8, 2021), https://www.ftc.gov/enforcement/cases-proceedings/201-0108/seven-i-holdings-co-ltd-matter. 

15 
 

 

 

In the face of an unprecedented merger wave this past year and incredible resource 

constraints, all staff of the Commission and the Department of Justice, including the FTC’s 

Premerger Notification Office, are to be commended for their diligent and dedicated efforts to 

identify and investigate mergers and acquisitions that may substantially lessen competition and 

to pursue law enforcement before injury can arise. The Commission and the Antitrust Division 

salute the tireless work of their excellent staffs in protecting the American public from unlawful 

mergers and acquisitions. 

The Commission and the Antitrust Division regularly examine the premerger notification 

program’s effectiveness and continually seek ways to increase accessibility, promote 

transparency, and improve the review process to reduce the burden on the filing parties 

without compromising each agency’s ability to investigate and challenge proposed transactions 

that may substantially lessen competition or tend to create a monopoly. 

16 
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APPENDIX A 

SUMMARY OF TRANSACTIONS BY FISCAL YEAR 

2012 2013 2014 2015 2016 2017 2018 2019 

Transactions Reported 1,429 1,326 1,663 1,801 1,832 2,052 2,111 2,089 

Filings Received1 2,829 2,628 3,307 3,585 3,674 4,083 4,188 4,142 

Adjusted Transactions In Which A Second Request Could Have Been Issued2 1,400 1,286 1,618 1,754 1,772 1,992 2,028 2,030 

Investigations in Which Second Requests Were Issued 49 47 51 47 54 51 45 61 

FTC3 20 25 30 20 25 33 26 30 

Percent4 1.4% 1.9% 1.9% 1.1% 1.4% 1.7% 1.3% 1.5% 

DOJ3 29 22 21 27 29 18 19 31 

Percent4 2.1% 1.7% 1.3% 1.5% 1.6% 0.9% 0.9% 1.5% 

Transactions Involving a Request For Early Termination5 1,094 990 1,274 1,366 1,374 1,552 1,500 1,507 

Granted5 902 797 1,020 1,086 1,102 1,220 1,170 1,107 

Not Granted5 192 193 254 280 272 332 330 400 

1 Usually, two filings are received, one from the acquiring person and one from the acquired person when a transaction is reported. Only one appli

acquiring party files for an exemption under Section 7A (c )(6) or (c )(8) of the Clayton Act. 

2 These figures omit from the total number of transactions reported all transactions for which the agencies were not authorized to request addition

(1) incomplete transactions (only one party filed a complete notification); (2) transactions reported pursuant to the exemption provisions of SectioAct; (3) transactions which were found to be non-reportable; and (4) transactions withdrawn before the waiting period began. In addition, where notification in the same year to acquire voting securities of the same corporation, e.g., filing one threshold and later filing for a higher threshold, o

transaction has been counted because as a practical matter the agencies do not issue more than one Second Request in such a case. These statistnumber the transactions reported secondary acquisitions filed pursuant to §801.4 of the Premerger Notification rules. Secondary acquisitions havbe consistent with the statistics presented in most of the prior annual reports. 

3 These statistics are based on the date the Second Request was issued and not the date the investigation was opened. 4 Second Request investigations are a percentage of the total number of adjusted transactions. The total percentage reflected in Figure 2 may not 

component values due to rounding. 

5 These statistics are based on the date of the HSR filing and not the date action was taken on the request. 
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APPENDIX B 

TABLE 1. NUMBER OF TRANSACTIONS REPORTED BY MONTH FOR FISCAL YEARS 

October November December January February March April May June July August September TOTAL 

2012 2013 2014 2015 2016 2017 2018 2019

122 127 124 144 168 163 174 211 

169 260 159 157 243 215 207 254

95 92 108 122 157 148 160 157 

104 78 125 118 117 153 170 150

90 82 114 140 127 153 141 145 

111 87 100 128 125 146 178 156

96 77 140 131 129 150 140 163 

117 117 157 152 168 209 222 191 

142 90 150 155 150 191 177 161 

130 91 162 170 140 146 180 170

133 122 151 216 166 219 223 173 

120 103 173 168 142 159 139 158

1,429 1,326 1,663 1,801 1,832 2,052 2,111 2,089 

 202

151 

 206

164 

 154

138 

 136

72 

57 

117 

 110

170 

 162

1,63
APPENDIX B 

TABLE 2. NUMBER OF FILINGS RECEIVED1 BY MONTH FOR FISCAL YEARS 

October November December January February March April May June July August September TOTAL 

2012 2013 2014 2015 2016 2017 2018 2019

242 255 247 289 345 329 336 421 

332 511 325 322 483 416 417 505

188 180 211 239 314 297 319 308 

203 151 244 244 236 307 316 287

185 169 236 257 249 298 304 295 

215 172 195 252 265 302 338 308

193 151 271 265 249 290 285 335 

231 228 315 305 331 402 424 365

275 181 304 322 304 388 365 349 

269 186 323 327 284 291 364 306

259 240 292 425 339 446 433 358 

237 204 344 338 275 317 287 305

2,829 2,628 3,307 3,585 3,674 4,083 4,188 4,142 

 202

298 

 413

329 

 309

269 

 270

145 

 137

212 

 208

336 

 323

3,24

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acquiring person files for a transaction that is exempt under Sections 7A(c)(6) and (c)(8) of the Clayton Act. 
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TABLE I 

1 FISCAL YEAR 2021 

2 ACQUISITIONS BY SIZE OF TRANSACTION (BY SIZE RANGE) 

TRANSACTION RANGE 

($MILLIONS) 

HSR TRANSACTIONS CLEARANCE GRANTED TO FTC OR DOJ 

SECOND REQUE

4

NUMBER PERCENT NUMBER 

PERCENT OF 

TRANSACTION RANGE 

GROUP 

NUMBER 

TR

FTC DOJ FTC DOJ TOTAL FTC DOJ F

50M - 100M 48 1.4% 0 1 0.0% 2.1% 2.1% 0 0 0

100M - 150M 433 12.7% 19 5 4.4% 1.2% 5.5% 4 1 0150M - 200M 538 15.8% 13 13 2.4% 2.4% 4.8% 1 2 0200M - 300M 373 10.9% 17 8 4.6% 2.1% 6.7% 2 2 0300M - 500M 458 13.4% 23 12 5.0% 2.6% 7.6% 6 2 1

500M - 1000M 985 28.9% 45 29 4.6% 2.9% 7.5% 13 5 1

Over 1000M 578 16.9% 47 38 8.1% 6.6% 14.7% 16 11 2

ALL TRANSACTIONS 3,413 100.0% 164 106 4.8% 3.1% 7.9% 42 23 1
5

55555

TABLE II 

1 FISCAL YEAR 2021 

2 ACQUISITIONS BY SIZE OF TRANSACTION (CUMULATIVE) 

TRANSACTION RANGE 

($MILLIONS) 

HSR TRANSACTIONS CLEARANCE GRANTED TO FTC OR DOJ 

SECOND REQUE

4

NUMBER PERCENT NUMBER 

PERCENTAGE OF 

TOTAL NUMBER OF 

CLEARANCES 

NUMBER 

FTC DOJ FTC DOJ TOTAL FTC DOJ F

LESS THAN 50M 5 0 0.0% 0 0 0.0% 0.0% 0.0% 0 0 0

LESS THAN 100M 48 1.4% 0 1 0.0% 0.4% 0.4% 0 0 0LESS THAN 150M 481 14.1% 19 6 7.0% 2.2% 9.3% 4 1 6LESS THAN 200M 1,019 29.9% 32 19 11.9% 7.0% 18.9% 5 3 7LESS THAN 300M 1,392 40.8% 49 27 18.1% 10.0% 28.1% 7 5 10LESS THAN 500M 1,850 54.2% 72 39 26.7% 14.4% 41.1% 13 7 20

LESS THAN 1000M 2,815 82.5% 116 67 43.0% 24.8% 67.8% 26 12 40

ALL TRANSACTIONS 3,413 164 106 60.7% 39.3% 100.0% 42 23 64
5

555555

TABLE III 

1 FISCAL YEAR 2021 

TRANSACTIONS INVOLVING THE GRANTING OF CLEARANCE BY AGENCY 

TRANSACTION RANGE 

($MILLIONS) 

CLEARANCES 

GRANTED TO 

AGENCY 

CLEARANCE GRANTED AS A PERCENT

TRANSACTIONS IN EACH 

TRANSACTION RANGE 

GROUP 

TOTAL NUMBER 

OF CLEARANCES 

PER AGENCY 

T

FTC DOJ TOTAL FTC DOJ TOTAL FTC DOJ FTC 

50M - 100M 0 1 1 0.0% 2.1% 2.1% 0.0% 0.9% 0.0

100M - 150M 19 5 24 4.4% 1.2% 5.5% 11.6% 4.7% 7.0150M - 200M 13 13 26 2.4% 2.4% 4.8% 7.9% 12.3% 4.8200M - 300M 17 8 25 4.6% 2.1% 6.7% 10.4% 7.5% 6.3300M - 500M 23 12 35 5.0% 2.6% 7.6% 14.0% 11.3% 8.5

500M - 1000M 45 29 74 4.6% 2.9% 7.5% 27.4% 27.4% 16.7

Over 1000M 47 38 85 8.1% 6.6% 14.7% 28.7% 35.8% 17.4

ALL TRANSACTIONS 164 106 270 4.8% 3.1% 7.9% 100.0% 100.0% 60.7
5

555555

TABLE IV 

1 FISCAL YEAR 2021 

TRANSACTIONS IN WHICH SECOND REQUESTS WERE ISSUED 

TRANSACTION RANGE 

($MILLIONS) 

INVESTIGATIONS IN 

WHICH A SECOND 

REQUEST WAS 

3 ISSUED 

SECOND REQUESTS ISSUED AS A PERCE

TOTAL NUMBER OF 

TRANSACTIONS 

TRANSACTIONS IN 

EACH TRANSACTION 

RANGE GROUP 

T

S

FTC DOJ TOTAL FTC DOJ TOTAL FTC DOJ TOTAL FT

50M - 100M 0 0 0 0.0% 0.0% 0.0% 0.0% 0.0% 0.0% 0.0

100M - 150M 4 1 5 0.1% 0.0% 0.1% 0.9% 0.2% 1.2% 6.2150M - 200M 1 2 3 0.0% 0.1% 0.1% 0.2% 0.4% 0.6% 1.5200M - 300M 2 2 4 0.1% 0.1% 0.1% 0.5% 0.5% 1.1% 3.1300M - 500M 6 2 8 0.2% 0.1% 0.2% 1.3% 0.4% 1.7% 9.2

500M - 1000M 13 5 18 0.4% 0.1% 0.5% 1.3% 0.5% 1.8% 20.0

Over 1000M 16 11 27 0.5% 0.3% 0.8% 2.8% 1.9% 4.7% 24.6

ALL TRANSACTIONS 42 23 65 1.2% 0.7% 1.9% 1.2% 0.7% 1.9% 64.6
TABLE V 

1 FISCAL YEAR 2021 

ACQUISITIONS BY REPORTING THRESHOLD 

6 THRESHOLD 

HSR TRANSACTIONS CLEARANCE GRANTED TO FTC OR DOJ 

SECOND REQUE

NUMBER PERCENT NUMBER 

PERCENT OF 

THRESHOLD GROUP NUMBER 

FTC DOJ FTC DOJ TOTAL FTC DOJ F

$50M (as adjusted) 230 6.7% 2 3 0.9% 1.3% 2.2% 0 0 0

$100M (as adjusted) 332 9.7% 7 9 2.1% 2.7% 4.8% 0 0 0$500M (as adjusted) 77 2.3% 0 2 0.0% 2.6% 2.6% 1 0 1

25% 22 0.6% 1 1 4.5% 4.5% 9.1% 0 0 050% 1515 44.4% 81 58 5.3% 3.8% 9.2% 22 16 1

ASSETS ONLY 287 8.4% 29 6 10.1% 2.1% 12.2% 8 4 2

100M 1 0.0% 0 0 0.0% 0.0% 0.0% 0 0 0

N/A 1 0.0% 0 0 0.0% 0.0% 0.0% 0 0 0

NCI 948 27.8% 44 27 4.6% 2.8% 7.5% 11 3 1

ALL TRANSACTIONS 3,413 100.0% 164 106 4.8% 3.1% 7.9% 42 23 1
TABLE VI 

1 FISCAL YEAR 2021 

TRANSACTION BY ASSETS OF ACQUIRING PERSON 

ASSET RANGE 

($MILLIONS) 

HSR TRANSACTIONS CLEARANCE GRANTED TO FTC OR DOJ 

SECOND REQUE

NUMBER PERCENT NUMBER 

PERCENT OF 

ASSET RANGE 

GROUP 

NUMBER 

FTC DOJ FTC DOJ TOTAL FTC DOJ F

Below 50M 567 16.6% 8 6 1.4% 1.1% 2.5% 0 0 0

50M - 100M 44 1.3% 0 0 0.0% 0.0% 0.0% 0 0 0

100M - 150M 55 1.6% 1 3 1.8% 5.5% 7.3% 0 0 0150M - 200M 266 7.8% 4 3 1.5% 1.1% 2.6% 0 1 0200M - 300M 165 4.8% 7 2 4.2% 1.2% 5.5% 1 2 0300M - 500M 259 7.6% 7 7 2.7% 2.7% 5.4% 1 2 0

500M - 1000M 315 9.2% 8 9 2.5% 2.9% 5.4% 1 0 0

Over 1000M 1,742 51.0% 129 76 7.4% 4.4% 11.8% 39 18 2

ALL TRANSACTIONS 3,413 100.0% 164 106 4.8% 3.1% 7.9% 42 23 1
7

7777777

TABLE VII 

1 FISCAL YEAR 2021 

TRANSACTION BY SALES OF ACQUIRING PERSON 

SALES RANGE 

($MILLIONS) 

HSR TRANSACTIONS CLEARANCE GRANTED TO FTC OR DOJ 

SECOND REQUE

NUMBER PERCENT NUMBER 

PERCENT OF 

SALES RANGE 

GROUP 

NUMBER 

FTC DOJ FTC DOJ TOTAL FTC DOJ F

Below 50M 307 9.0% 4 3 1.3% 1.0% 2.3% 0 0 0

50M - 100M 142 4.2% 2 4 1.4% 2.8% 4.2% 0 0 0

100M - 150M 114 3.3% 6 1 5.3% 0.9% 6.1% 0 0 0150M - 200M 89 2.6% 0 3 0.0% 3.4% 3.4% 0 1 0200M - 300M 146 4.3% 5 5 3.4% 3.4% 6.8% 1 1 0300M - 500M 217 6.4% 5 7 2.3% 3.2% 5.5% 0 2 0

500M - 1000M 302 8.8% 15 8 5.0% 2.6% 7.6% 2 2 0

Over 1000M 1433 42.0% 121 70 8.4% 4.9% 13.3% 39 17 2

7 Sales Not Available 663 19.4% 6 5 0.9% 0.8% 1.7% 0 0 0

ALL TRANSACTIONS 3,413 100.0% 164 106 4.8% 3.1% 7.9% 42 23 1
8

8888888

TABLE VIII 

1 FISCAL YEAR 2021 

8 TRANSACTION BY ASSETS OF ACQUIRED ENTITIES 

ASSET RANGE 

($MILLIONS) 

HSR TRANSACTIONS CLEARANCE GRANTED TO FTC OR DOJ 

SECOND REQUE

NUMBER PERCENT NUMBER 

PERCENT OF 

ASSET RANGE 

GROUP 

NUMBER 

FTC DOJ FTC DOJ TOTAL FTC DOJ F

Below 50M 674 19.7% 23 13 3.4% 1.9% 5.3% 5 1 0

50M - 100M 484 14.2% 15 10 3.1% 2.1% 5.2% 2 2 0

100M - 150M 284 8.3% 9 8 3.2% 2.8% 6.0% 4 0 1150M - 200M 183 5.4% 10 1 5.5% 0.5% 6.0% 1 1 0200M - 300M 274 8.0% 14 2 5.1% 0.7% 5.8% 4 0 1300M - 500M 241 7.1% 18 10 7.5% 4.1% 11.6% 2 3 0

500M - 1000M 287 8.4% 20 6 7.0% 2.1% 9.1% 5 1 1

Over 1000M 652 19.1% 33 40 5.1% 6.1% 11.2% 13 12 2

Assets Not Available 8 334 9.8% 22 16 6.6% 4.8% 11.4% 6 3 1

ALL TRANSACTIONS 3,413 100.0% 164 106 4.8% 3.1% 7.9% 42 23 1
10

10101010101010

TABLE IX 

1 FISCAL YEAR 2021 

9 TRANSACTION BY SALES OF ACQUIRED ENTITIES 

SALES RANGE 

($MILLIONS) 

HSR TRANSACTIONS CLEARANCE GRANTED TO FTC OR DOJ 

SECOND REQUE

NUMBER PERCENT NUMBER 

PERCENT OF 

SALES RANGE 

GROUP 

NUMBER 

FTC DOJ FTC DOJ TOTAL FTC DOJ F

Below 50M 771 22.6% 31 11 4.0% 1.4% 5.4% 2 1 0

50M - 100M 566 16.6% 25 10 4.4% 1.8% 6.2% 5 1 0

100M - 150M 371 10.9% 12 11 3.2% 3.0% 6.2% 2 3 0150M - 200M 190 5.6% 8 7 4.2% 3.7% 7.9% 2 1 1200M - 300M 271 7.9% 9 10 3.3% 3.7% 7.0% 2 1 0300M - 500M 299 8.8% 8 11 2.7% 3.7% 6.4% 2 2 0

500M - 1000M 285 8.4% 19 9 6.7% 3.2% 9.8% 9 4 3

Over 1000M 506 14.8% 33 35 6.5% 6.9% 13.4% 13 10 2

10 Sales not Available 154 4.5% 19 2 12.3% 1.3% 13.6% 5 0 3

ALL TRANSACTIONS 3,413 100.0% 164 106 4.8% 3.1% 7.9% 42 23 1
13

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TABLE X 

1 FISCAL YEAR 2021 

INDUSTRY GROUP OF ACQUIRING PERSON 

3 DIGIT 

NAICS 

11 CODE INDUSTRY DESCRIPTION 4 NUMBER PERCENT OF TOTAL % POINTS CHANGE FROM FY 

12 2020 

CLEARANCE 

GRANTED TO FTC 

OR DOJ 

FTC DOJ TOTAL F

13 2 0.1% 0.1% 0 0 0 13 000 Not Available 652 19.1% 7.4% 6 5 11 

111 Crop Production 3 0.1% -0.1% 0 0 0 112 Animal Production 2 0.1% 0.0% 1 0 1 211 Oil and Gas Extraction 26 0.8% -0.5% 1 0 1 212 Mining (except Oil and Gas) 6 0.2% 0.1% 0 1 1 213 Support Activities for Mining 4 0.1% -0.5% 0 0 0 221 Utilities 39 1.1% -0.9% 0 1 1 236 Construction of Buildings 9 0.3% 0.3% 0 0 0 237 Heavy and Civil Engineering Construction 23 0.7% 0.2% 0 0 0 238 Specialty Trade Contractors 27 0.8% 0.3% 0 0 0 311 Food and Kindred Products 44 1.3% -1.4% 3 4 7 312 Beverage and Tobacco Product Manufacturing 11 0.3% -0.4% 1 1 2 313 Textile Mills 4 0.1% 0.1% 0 0 0 321 Wood Product Manufacturing 13 0.4% 0.0% 0 0 0 322 Paper Manufacturing 8 0.2% -0.1% 0 2 2 323 Printing and Related Support Actitivies 5 0.1% -0.1% 0 0 0 324 Petroleum and Coal Products Manufacturing 17 0.5% -0.6% 2 0 2 325 Chemical Manufacturing 175 5.1% -0.4% 40 1 41 326 Plastics and Rubber Manfuacturing 31 0.9% -0.5% 1 2 3 327 Nonmetallic Mineral Product Manufacturing 17 0.5% 0.3% 0 2 2 
13

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TABLE X 

1 FISCAL YEAR 2021 

INDUSTRY GROUP OF ACQUIRING PERSON 

3 DIGIT 

NAICS 

11 CODE INDUSTRY DESCRIPTION 4 NUMBER PERCENT OF TOTAL % POINTS CHANGE FROM FY 

12 2020 

CLEARANCE 

GRANTED TO FTC 

OR DOJ 

FTC DOJ TOTAL F

331 Primary Metal Manufacturing 14 0.4% 0.0% 0 3 3 332 Fabricated Metal Product Manufacturing 35 1.0% -0.3% 3 0 3 333 Machinery Manufacturing 65 1.9% 0.2% 2 5 7 334 Computer and Electronic Product Manufacturing 59 1.7% -0.7% 7 3 10 335 Electrical Equipment, Applicance, and Component Manufacturing 15 0.4% -0.1% 0 1 1 336 Transportation Equipment Manufacturing 62 1.8% -0.5% 2 4 6 337 Furniture and Related Product Manufacturing 8 0.2% 0.1% 1 1 2 339 Miscellaneous Manufacturing 35 1.0% -1.0% 9 2 11 423 Merchant Wholesalers, Durable Goods 131 3.8% 0.0% 2 8 10 424 Merchant Wholesales, Nondurable Goods 108 3.2% -1.6% 7 2 9 425 Wholesale Electric Markets and Agent and Brokers 9 0.3% 0.3% 1 0 1 441 Motor Vehicle and Parts Dealers 27 0.8% 0.3% 0 0 0 444 Electronics and Appliance Stores 12 0.4% 0.1% 0 0 0 445 Food and Beverage Stores 7 0.2% 0.1% 4 0 4 446 Health and Personal Care Stores 15 0.4% 0.3% 5 0 5 447 Gasoline Stations 8 0.2% -0.1% 1 2 3 448 Clothing and Clothing Accessories Stores 9 0.3% 0.2% 0 0 0 451 Sporting Goods, Hobby, Book, and Music Stores 9 0.3% 0.3% 0 0 0 452 General Merchandise Stores 1 0.0% 0.0% 1 0 1 453 Miscellaneous Store Retailers 15 0.4% -0.2% 0 1 1 454 Nonstore Retailers 33 1.0% 0.7% 2 0 2 
13

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TABLE X 

1 FISCAL YEAR 2021 

INDUSTRY GROUP OF ACQUIRING PERSON 

3 DIGIT 

NAICS 

11 CODE INDUSTRY DESCRIPTION 4 NUMBER PERCENT OF TOTAL % POINTS CHANGE FROM FY 

12 2020 

CLEARANCE 

GRANTED TO FTC 

OR DOJ 

FTC DOJ TOTAL F

481 Air Transportation 6 0.2% -0.2% 0 3 3 482 Railroad Transportation 2 0.1% 0.1% 0 0 0 483 Water Transportation 2 0.1% 0.0% 0 0 0 484 Truck Transportation 14 0.4% -0.1% 0 0 0 485 Transit and Ground Transportation 3 0.1% 0.0% 0 0 0 486 Pipeline Transportation 6 0.2% -0.5% 0 0 0 488 Support Actitivies for Transportation 24 0.7% -0.6% 0 0 0 492 Couriers 3 0.1% -0.1% 0 0 0 493 Warehousing and Storage 2 0.1% 0.0% 1 0 1 511 Publishing Industries (except Internet) 164 4.8% 0.5% 1 12 13 512 Motion Pictures and Sound Recording Industries 16 0.5% 0.4% 0 0 0 515 Broadcasting (except Internet) 9 0.3% -0.3% 0 2 2 517 Telecommunications 31 0.9% -0.2% 0 0 0 518 Internet Service Providers, Web Search Portals, and Data Processing Services 58 1.7% 0.4% 2 2 4 519 Other Information Services 31 0.9% 0.3% 2 2 4 522 Credit Intermediation and Related Activities 67 2.0% 0.0% 2 2 4 523 Securitites, Commodity Contracts, and Other Financial Investments and Related Activities 382 11.2% 1.4% 2 4 6 524 Insurance Carriers and Related Actitivities 127 3.7% 0.4% 4 4 8 525 Funds, Trusts, and Other Financial Vehicles 61 1.8% -0.7% 0 0 0 531 Real Estate 27 0.8% 0.3% 4 0 4 532 Rental and Leasing Services 16 0.5% 0.1% 0 3 3 
13

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TABLE X 

1 FISCAL YEAR 2021 

INDUSTRY GROUP OF ACQUIRING PERSON 

3 DIGIT 

NAICS 

11 CODE INDUSTRY DESCRIPTION 4 NUMBER PERCENT OF TOTAL % POINTS CHANGE FROM FY 

12 2020 

CLEARANCE 

GRANTED TO FTC 

OR DOJ 

FTC DOJ TOTAL F

533 Lessors of Nonfinancial Intangible Assets (except Copyrighted Works) 11 0.3% -0.1% 2 0 2 541 Professional, Scientific, and Technical Services 264 7.7% 1.0% 12 13 25 551 Management Companies and Enterprises 4 0.1% -0.1% 0 0 0 561 Administrative and Support Services 87 2.5% 0.4% 0 4 4 562 Waste Management and Remediation Services 16 0.5% 0.0% 3 1 4 611 Educational Services 13 0.4% -0.1% 0 0 0 621 Ambulatory Health Care Services 65 1.9% -0.4% 8 0 8 622 Hospitals 33 1.0% 0.0% 15 0 15 623 Nursing Care Facilities 1 0.0% 0.0% 1 0 1 624 Social Assistance 4 0.1% 0.0% 1 0 1 711 Performing Arts, Spector Sports, and Related Industries 6 0.2% 0.0% 0 1 1 713 Amusement, Gambling, and Recreation Industries 7 0.2% -0.1% 0 0 0 721 Accommodation 8 0.2% -0.3% 0 2 2 722 Food Services and Drinking Places 20 0.6% -0.6% 0 0 0 811 Repairs and Maintenance 19 0.6% 0.0% 2 0 2 812 Personal and Laundry Services 6 0.2% -0.1% 0 0 0 813 Religious, Grantmaking, Civic, Professional, and Similar Organizations 1 0.0% 0.0% 0 0 0 923 Administration of Human Resource Programs 2 0.1% 0.0% 0 0 0 

3,413 100.0% 164 106 270 
13

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TABLE XI 

1 FISCAL YEAR 2021 

INDUSTRY GROUP OF ACQUIRED ENTITIES 

3 DIGIT 

NAICS 

11 CODE INDUSTRY DESCRIPTION 

4

NUMBER PERCENT OF TOTAL % POINTS CHANGE FROM FY 

2020 12 

CLEARANCE 

GRANTED TO FTC 

OR DOJ 

SECOND R

INVESTIG

FTC DOJ TOTAL FTC DOJ 

000 13 Not Available 145 4.2% -0.8% 15 0 15 5 0 111 Crop Production 9 0.3% 0.1% 0 0 0 0 0 112 Animal Production 2 0.1% 0.1% 1 0 1 0 0 113 Forestry and and Logging 1 0.0% -0.1% 0 0 0 0 0 211 Oil and Gas Extraction 45 1.3% -0.6% 2 0 2 2 0 212 Mining (except Oil and Gas) 9 0.3% -0.1% 0 0 0 0 0 213 Support Activities for Mining 8 0.2% -0.5% 1 0 1 0 0 221 Utilities 71 2.1% -0.5% 0 3 3 0 0 236 Construction of Buildings 9 0.3% -0.2% 0 0 0 0 0 237 Heavy and Civil Engineering Construction 30 0.9% 0.2% 0 1 1 0 0 238 Specialty Trade Contractors 36 1.1% -0.4% 0 2 2 0 0 311 Food and Kindred Products 52 1.5% -0.5% 1 3 4 0 2 312 Beverage and Tobacco Product Manufacturing 10 0.3% 0.0% 1 0 1 0 0 313 Textile Mills 5 0.1% 0.0% 0 1 1 0 0 314 Textile Products 2 0.1% 0.0% 0 0 0 0 0 315 Apparel Manufacturing 2 0.1% 0.1% 0 0 0 0 0 321 Wood Product Manufacturing 9 0.3% 0.0% 0 0 0 0 0 322 Paper Manufacturing 12 0.4% 0.0% 0 1 1 0 0 323 Printing and Related Support Actitivies 11 0.3% 0.1% 0 1 1 0 0 324 Petroleum and Coal Products Manufacturing 11 0.3% 0.3% 4 0 4 3 0 325 Chemical Manufacturing 149 4.4% 0.0% 13 1 14 2 1 
13

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TABLE XI 

1 FISCAL YEAR 2021 

INDUSTRY GROUP OF ACQUIRED ENTITIES 

3 DIGIT 

NAICS 

11 CODE INDUSTRY DESCRIPTION 

4

NUMBER PERCENT OF TOTAL % POINTS CHANGE FROM FY 

2020 12 

CLEARANCE 

GRANTED TO FTC 

OR DOJ 

SECOND R

INVESTIG

FTC DOJ TOTAL FTC DOJ 

326 Plastics and Rubber Manfuacturing 32 0.9% -0.3% 1 2 3 0 1 327 Nonmetallic Mineral Product Manufacturing 17 0.5% 0.1% 0 4 4 0 2 331 Primary Metal Manufacturing 17 0.5% 0.1% 0 3 3 0 1 332 Fabricated Metal Product Manufacturing 39 1.1% -0.2% 2 1 3 0 0 333 Machinery Manufacturing 60 1.8% 0.3% 2 6 8 0 3 334 Computer and Electronic Product Manufacturing 90 2.6% 0.7% 4 3 7 1 0 335 Electrical Equipment, Applicance, and Component Manufacturing 26 0.8% 0.3% 0 0 0 0 0 336 Transportation Equipment Manufacturing 49 1.4% -0.4% 1 5 6 1 0 337 Furniture and Related Product Manufacturing 6 0.2% -0.1% 0 1 1 0 0 339 Miscellaneous Manufacturing 41 1.2% -0.2% 9 0 9 2 0 423 Merchant Wholesalers, Durable Goods 191 5.6% 2.2% 3 5 8 0 1 424 Merchant Wholesales, Nondurable Goods 105 3.1% -1.0% 13 1 14 3 0 425 Wholesale Electric Markets and Agent and Brokers 11 0.3% 0.0% 1 2 3 1 0 441 Motor Vehicle and Parts Dealers 30 0.9% 0.0% 0 0 0 0 0 442 Furniture and Home Furnishing Stores 3 0.1% 0.0% 1 0 1 1 0 443 Miscellaneous Repair Services 5 0.1% 0.1% 1 0 1 0 0 444 Electronics and Appliance Stores 8 0.2% 0.2% 0 0 0 0 0 445 Food and Beverage Stores 9 0.3% 0.0% 3 0 3 2 0 446 Health and Personal Care Stores 6 0.2% -0.6% 0 0 0 0 0 447 Gasoline Stations 13 0.4% 0.0% 2 0 2 2 0 448 Clothing and Clothing Accessories Stores 6 0.2% -0.1% 0 0 0 0 0 
13

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TABLE XI 

1 FISCAL YEAR 2021 

INDUSTRY GROUP OF ACQUIRED ENTITIES 

3 DIGIT 

NAICS 

11 CODE INDUSTRY DESCRIPTION 

4

NUMBER PERCENT OF TOTAL % POINTS CHANGE FROM FY 

2020 12 

CLEARANCE 

GRANTED TO FTC 

OR DOJ 

SECOND R

INVESTIG

FTC DOJ TOTAL FTC DOJ 

451 Sporting Goods, Hobby, Book, and Music Stores 5 0.1% 0.1% 0 0 0 1 0 452 General Merchandise Stores 10 0.3% 0.0% 1 0 1 1 0 453 Miscellaneous Store Retailers 20 0.6% 0.6% 0 1 1 0 0 454 Nonstore Retailers 72 2.1% 1.3% 2 0 2 2 0 481 Air Transportation 7 0.2% -0.2% 0 2 2 0 1 483 Water Transportation 3 0.1% 0.0% 0 0 0 0 0 484 Truck Transportation 14 0.4% -0.2% 0 0 0 0 0 485 Transit and Ground Transportation 5 0.1% 0.0% 0 0 0 0 0 486 Pipeline Transportation 9 0.3% -0.2% 1 0 1 1 0 488 Support Actitivies for Transportation 36 1.1% 0.6% 0 1 1 0 0 492 Couriers 6 0.2% 0.2% 0 0 0 0 0 493 Warehousing and Storage 10 0.3% 0.0% 0 0 0 0 0 511 Publishing Industries (except Internet) 362 10.6% 2.0% 1 12 13 0 2 512 Motion Pictures and Sound Recording Industries 19 0.6% 0.2% 2 0 2 1 0 515 Broadcasting (except Internet) 13 0.4% -0.2% 0 3 3 0 3 517 Telecommunications 48 1.4% -0.3% 0 0 0 0 0 518 Internet Service Providers, Web Search Portals, and Data Processing Services 112 3.3% -1.2% 4 6 10 2 1 519 Other Information Services 62 1.8% -0.6% 1 1 2 0 1 522 Credit Intermediation and Related Activities 83 2.4% 0.3% 1 4 5 0 1 523 Securitites, Commodity Contracts, and Other Financial Investments and Related Activities 95 2.8% 1.1% 0 2 2 0 0 524 Insurance Carriers and Related Actitivities 127 3.7% -1.5% 0 3 3 0 0 
13

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TABLE XI 

1 FISCAL YEAR 2021 

INDUSTRY GROUP OF ACQUIRED ENTITIES 

3 DIGIT 

NAICS 

11 CODE INDUSTRY DESCRIPTION 

4

NUMBER PERCENT OF TOTAL % POINTS CHANGE FROM FY 

2020 12 

CLEARANCE 

GRANTED TO FTC 

OR DOJ 

SECOND R

INVESTIG

FTC DOJ TOTAL FTC DOJ 

525 Funds, Trusts, and Other Financial Vehicles 4 0.1% -0.1% 0 0 0 0 0 531 Real Estate 32 0.9% 0.0% 3 1 4 1 0 532 Rental and Leasing Services 38 1.1% 0.4% 2 3 5 0 0 533 Lessors of Nonfinancial Intangible Assets (except Copyrighted Works) 22 0.6% -0.3% 2 0 2 1 0 541 Professional, Scientific, and Technical Services 426 12.5% 0.1% 25 12 37 2 2 551 Management Companies and Enterprises 1 0.0% 0.0% 0 0 0 0 0 561 Administrative and Support Services 78 2.3% -0.2% 2 5 7 0 0 562 Waste Management and Remediation Services 24 0.7% 0.0% 3 1 4 0 0 611 Educational Services 31 0.9% 0.3% 0 0 0 0 0 621 Ambulatory Health Care Services 119 3.5% 0.9% 14 0 14 0 0 622 Hospitals 27 0.8% -0.7% 15 0 15 4 0 623 Nursing Care Facilities 9 0.3% 0.2% 1 0 1 1 0 624 Social Assistance 7 0.2% 0.0% 0 0 0 0 0 711 Performing Arts, Spector Sports, and Related Industries 11 0.3% -0.3% 0 1 1 0 1 713 Amusement, Gambling, and Recreation Industries 11 0.3% -0.4% 0 1 1 0 0 721 Accommodation 9 0.3% -0.1% 1 0 1 0 0 722 Food Services and Drinking Places 27 0.8% 0.3% 0 1 1 0 0 811 Repairs and Maintenance 17 0.5% 0.0% 2 0 2 0 0 812 Personal and Laundry Services 6 0.2% 0.0% 0 0 0 0 0 813 Religious, Grantmaking, Civic, Professional, and Similar Organizations 1 0.0% 0.0% 0 0 0 0 0 927 Space Research and Technology 1 0.0% 0.0% 0 0 0 0 0 
13

13

TABLE XI 

1 FISCAL YEAR 2021 

INDUSTRY GROUP OF ACQUIRED ENTITIES 

3 DIGIT 

NAICS 

11 CODE INDUSTRY DESCRIPTION 

4

NUMBER PERCENT OF TOTAL % POINTS CHANGE FROM FY 

2020 12 

CLEARANCE 

GRANTED TO FTC 

OR DOJ 

SECOND R

INVESTIG

FTC DOJ TOTAL FTC DOJ 

928 National Security and International Affairs 1 0.0% 0.0% 0 0 0 0 0 999 Nonclassificable Establishments 1 0.0% 0.0% 0 0 0 0 0 

3,413 100.0% 164 106 270 42 23 
1 Fiscal year 2021 figures include transactions reported between October 1, 2020 and September 30, 2021. 

2 The size of transaction is based on the aggregate total amount of voting securities, non-corporate interests and/or assets held by the acquiring p

and are taken from the response to Item 2(d)(iii), 2(d)(vii), and 2(d)(ix) of the Notification and Report Form. 

3 These statistics are based on the date the Second Request was issued. 4 During fiscal year 2021, 3,520 transactions were reported under the HSR Premerger Notification program. The smaller number, 3,413, reflects 

following types of transactions: (1) transactions reported under Section 7A(c)(6) and (c)(8) (transactions involving certain regulated industries a

transactions deemed non-reportable; (3) incomplete transactions (only one party in each transaction filed a compliant notification); and (4) trans

waiting period began. The table does not, however, exclude competing offers or multiple HSR transactions resulting from a single business trans

acquiring persons or acquired persons). 

5 The total number of filings under $50M submitted in Fiscal Year 2021 reflects corrective filings. 6 In February 2001, legislation raised the size of transaction from $15 million to $50 million with annual adjustments beginning in February 200

categories include non-corporate interests (NCI), encompassing transactions in which the acquiring entity acquires 50% of more of the non-corp

entity. 

7 The category labeled “Sales Not Available” includes newly-formed acquiring persons, foreign acquiring person with no United States revenues

not derived any revenues from their investments at the time of filing. 

8 Assets of an acquired entity are not available when the acquired entity’s financial data is consolidated within its ultimate parent. 9 Sales of an acquired entity are taken from responses to Item 4(a) and (b) (SEC documents and annual reports) or item 5 (dollar revenues) of the 

Form. 

10 This category includes acquisition of newly-formed entities from which no sales were generated, and acquisitions of assets which produced no 

year to filing the Notification and Report Form. 

11 The 3-digit codes are part of the North American Industrial Classification System (NAICS) established by the United States Government Nort

Classification System 1997, Executive Office of the President, Office of Management and Budget. The NAICS groups used in this table were de

by the parties to Item 5 of the Premerger Notification and Report Form. 

12 This represents the deviation from the fiscal year 2020 percentage. 13 This category includes transactions by newly-formed entities. 14 The intra-industry transactions column identifies the number of acquisitions in which both the acquiring and acquired person derived revenues 

code.