Competition Corner

In a marked shift toward competition-focused healthcare policy, the latest Executive Order on drug pricing reflects the Administration’s expanding use of antitrust tools to address high pharmaceutical costs. Framed around the “most-favored-nation” principle, this initiative is more than a pricing measure—it signals a broader regulatory agenda that targets market power and pricing disparities long shielded from traditional enforcement. Here’s what companies across the healthcare sector need to know.

Washington recently became the first state to adopt the Uniform Antitrust Premerger Notification Act (UAPNA) and establish, effective July 27, 2025, a general state-level premerger notification requirement for all transactions. 

In recent years, the international community has increasingly focused on the importance of respecting human rights in corporate activities. This trend was driven in part by the United Nations’ adoption of the Guiding Principles on Business and Human Rights in 2011, which accelerated the global movement towards holding companies accountable for human rights violations.

We are proud to launch a short series of blogs written by our current Japanese legal trainees—bengoshi who have completed U.S. LLM programs and are now training with Winston & Strawn LLP as part of their professional development.

In an historic jury verdict on April 14, 2025, the U.S. Department of Justice’s Antitrust Division secured its first-ever jury conviction for criminal wage-fixing in violation of Section 1 of the Sherman Act.  For several years, the DOJ Antitrust Division had suffered a string of setbacks—with judges and juries alike—in its effort to criminally prosecute wage-fixing and “no poach” agreements between competitors in the labor market.  But a federal jury in Las Vegas, Nevada, reversed that trend by convicting Eduardo Lopez for his involvement in a three-year conspiracy to fix the wages of home healthcare nurses in the Las Vegas area, among other crimes.

On March 18, President Donald Trump fired the Federal Trade Commission’s two remaining Democratic commissioners, Alvaro Bedoya and Rebecca Kelly Slaughter, in an unprecedented move that will likely be litigated to the Supreme Court. 

On Tuesday, March 11, 2025, the Senate confirmed Gail Slater as the Assistant Attorney General for the U.S. Department of Justice (DOJ) Antitrust Division (Division). While Slater has been circumspect in her public comments regarding past and anticipated Division priorities, her prior experience and recent statements offer early insights into her expected approach.

The U.S. Federal Trade Commission’s new premerger notification form under the Hart-Scott-Rodino (HSR) Act went into effect on February 10, 2025, despite pending challenges by business groups. Accordingly, parties to transactions meeting certain jurisdictional thresholds are required to submit HSR filings using the new form to the FTC and the Antitrust Division of the Department of Justice (DOJ). 

A second Trump administration brings some uncertainty about the trajectory of non-merger antitrust enforcement. Under the Biden administration, the Federal Trade Commission (FTC) and the Antitrust Division of the Department of Justice (DOJ) took an aggressive approach to antitrust enforcement across several industries and were particularly hostile to mergers and acquisitions. President Trump’s nominees to lead the antitrust agencies signal that the new administration is likely to continue current levels of vigorous antitrust enforcement—particularly in Big Tech and other hot-button industries—but will likely relax M&A enforcement and return to more predictable and traditional tools and theories of harm.

On January 8, 2025, Massachusetts Governor Maura Healey signed a new law, House Bill 5159, expanding the state’s existing health care transaction notification requirement and creating new health care reporting requirements for private equity funds, health care real estate investment trusts, management services organizations, and pharmaceutical companies.

In a joint lawsuit filed on January 10, the U.S. Chamber of Commerce, Longview Chamber of Commerce, American Investment Council, and Business Roundtable (collectively, the Plaintiffs) challenge the Federal Trade Commission’s (FTC) recent changes to the premerger notification rules under the Hart-Scott-Rodino (HSR) Act, seeking to block the requirement to use a new HSR form that requires substantially more information and documents than required under the current HSR form.

On January 14, the Antitrust Division of the Department of Justice (DOJ) filed a lawsuit against private equity firm KKR & Co. (KKR), alleging KKR repeatedly violated the Hart-Scott-Rodino (HSR) Act and seeking unprecedented civil penalties of hundreds of millions of dollars. 

On January 7, 2025, the Federal Trade Commission (FTC) imposed a record $5.6 million civil penalty on crude-oil producers XCL Resources Holdings, LLC, Verdun Oil Company II LLC, and EP Energy LLC for alleged “gun-jumping” violations of the Hart–Scott–Rodino (HSR) Act. 

The Federal Trade Commission (FTC) announced on Friday the increased Hart-Scott-Rodino (HSR) Act thresholds for 2025. These thresholds increase the minimum value of transactions that must be notified under the HSR Act to $126.4 million. The new thresholds will become effective for transactions 30 days after publication in the Federal Register.

Antitrust scrutiny of labor markets is far from dead.  Despite the FTC and DOJ Antitrust Division suffering several prominent defeats of major labor antitrust initiatives in recent years—including courts blocking the FTC’s rule banning non-competes and juries rejecting DOJ no-poach prosecutions—the agencies continue to pursue a variety of labor-focused actions.

On December 12, 2024, the Federal Trade Commission (FTC) filed a lawsuit against Southern Glazer’s Wine and Spirits, alleging violations of the Robinson-Patman Act (RPA). This action, filed in the Central District of California, marks the first time in over two decades that the federal government has taken steps to enforce the RPA.

On December 10, President-elect Trump announced that he will elevate current FTC commissioner Andrew Ferguson to be the next Chair of the Federal Trade Commission. In a follow-up post, Trump also announced his selection of antitrust lawyer Mark Meador to serve as a new Republican FTC commissioner.

In a manner that can fairly be described by now as “business as usual,” the Federal Trade Commission and the Department of Justice Antitrust Division issued a press release on Wednesday, December 11, announcing their decision to withdraw another key regulatory guidance document: the Antitrust Guidelines for Collaborations Among Competitors.  

In a Truth Social post published on December 4, President-elect Donald Trump announced his nomination of current transition team advisor on antitrust policy Gail Slater to act as the next leader of the U.S. Department of Justice (DOJ) Antitrust Division.