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Slow the Roll-up: Help Shine a Light on Serial Acquisitions

 |  May 28, 2024

By: Henry Liu (Federal Trade Commission)

Discussion about dealmaking and antitrust enforcement typically centers on large transactions involving major companies. This is because each year, antitrust agencies are notified of significant deals—currently those valued at over $119.5 million—under the Hart-Scott-Rodino Act. However, roll-up schemes, often used by private equity firms and other corporate entities, can be implemented through a series of smaller acquisitions that individually fall below the reporting threshold. These smaller acquisitions can collectively impact competition as much as a single large deal, enabling a firm to eliminate competition and gain substantial control over products and services without antitrust review. This issue is particularly concerning in sectors where competition is primarily local, such as healthcare and retail.

Serial acquisitions that gradually eliminate small competitors can have severe implications for consumers, workers, and businesses. When antitrust agencies recognize that a firm is employing a strategy of serial acquisitions to absorb small competitors, they can intervene. For example, the FTC has challenged serial acquisitions in anesthesiology practices, veterinary clinics, and dialysis clinics, while the DOJ has taken action against acquisitions in the dairy processing industry. Despite these efforts, there is increasing concern about the rise of serial acquisition strategies, especially among private equity firms, real estate investment trusts, and other corporate actors. Antitrust agencies are now seeking public assistance in identifying other sectors where these strategies might be quietly taking place…