Dealmakers have historically spent very little time thinking about state attorneys general. But during the second Trump administration, the threat of state interference has become a major part of every merger conversation. As federal agencies take a laissez-faire approach to deals, states are ramping up their antitrust enforcement to compensate. They sued to try to stop Paramount Skydance from buying Warner Bros. Discovery for $110 billion and to prevent Nexstar Media Group’s $6.2 billion merger with Tegna. Another state coalition (unsuccessfully) tried to unwind Hewlett Packard Enterprise’s $14 billion purchase of Juniper Networks.
State attorneys general are also challenging nonmerger conduct. In April, a bipartisan state coalition won an antitrust lawsuit against Live Nation after the Justice Department separately settled with the company during the trial. Trying to use politics to sail through the federal merger review process will backfire because other regulators are now involved, the antitrust chief at one large (red) state told Deal Book.
The rapid increase in state antitrust lawsuits has frustrated business executives, who say merger approval by 50 states and two federal agencies isn’t efficient. Uncertainty over whether and when states will intervene is acting as an invisible tax on dealmaking and a drag on the U.S. economy, said Jon Orszag, who is a founding partner of Econic Partners, an economics consulting firm, and has advised on deals worth roughly $500 billion since early 2025.
Other corners of America’s antitrust community have applauded the uptick in state action. “Each episode of apparent manipulation by lobbyists is an opportunity for the states to stand tall and say we’re the last guardians of what is good about America’s antitrust system,” said William Kovacic, a former chair of the Federal Trade Commission. But what could end up mattering most is something both sides agree on: States have relatively few resources to become powerful antitrust enforcers. The question on everyone’s mind is whether they can escalate enough to make a lasting difference, and on a large number of deals and cases.
Источник: New York Times Business · Сводку подготовил HeadlinesBriefing