“Subsequent Additional Acquisitions Can Trigger Hart-Scott-Rodino Filing Requirements (A Cautionary Tale)”

A recent enforcement action by the Federal Trade Commission (“FTC”) has resulted in the filing of papers in federal district court that will require a hedge fund manager to pay a $250,000 civil penalty for failure to make a required filing under the Hart-Scott-Rodino Pre-Merger Notification Act (the “HSR Act”). This action illustrates why investors –particularly funds and others who periodically may make additional investments in issuers whose securities they already hold – must be mindful of the requirements of the HSR Act not only when they are making an initial acquisition of voting securities but also when they increase their existing holdings through additional purchases or other means.