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Qualcomm’s “No License, No Chips” Program Violates Antitrust Laws

On May 21, 2019, following a full trial on the merits, Judge Koh of the Northern District of California issued a 233-page opinion in a closely watched case between the Federal Trade Commission (“FTC”) and Qualcomm, one of the largest chip suppliers in the world. See FTC v. Qualcomm Inc., No. 17-CV-00220-LHK, slip op. (N.D. Cal. May 21, 2019). In a decision Qualcomm has vowed swiftly to appeal, Judge Koh found violations of Sections 1 and 2 of the Sherman Act (and, therefore, a violation of Section 5 of the FTC Act) and invalidated Qualcomm’s “No License, No Chip” business model, condemned discounts characterized as de facto exclusive dealing, and entered an injunction upending Qualcomm’s business model. Depending on how the appeal fares, the decision may have significant implications for licensing practices of holders of Standard Essential Patents (“SEPs”), including for 5G and the Internet of Things (“IoT”).

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New Threshold and Penalty Amounts Applicable to Hart-Scott-Rodino Filings


Time to Read: 1 minutes Practices: Antitrust

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Transactions closing on or after February 12, 2009 will be subject to the following revised HSR jurisdictional and filing fee thresholds:

Size-of-Transaction Test

  • The threshold used in the size-of-transaction test will increase from $63.1 million to $65.2 million of voting securities, assets, or non-corporate interests held by an acquiring person.

Size-of-Persons Test

  • The sales and assets thresholds used in the size-of-persons test will increase from $12.6 million to $13 million and from $126.2 million to $130.3 million.
  • The size-of-persons test will apply to transactions valued at less than $260.7 million.

Filing Fees

  • Filing fee thresholds based upon the value of the assets or voting securities being acquired will be revised as follows:

Value of Transaction

Filing Fee

 

$65.2 to $130.3 million (previously $63.1-$126.2 million)

 

$45,000

$130.3 to $651.7 million (previously $126.2 - $630.8 million)

 

$125,000

$651.7 million or more (previously $630.8 million or more)

$280,000

 

 

 

 

 

 

 

 Penalties

  • The maximum civil penalty for HSR-related violations will increase from $11,000 to $16,000 per day and is applicable to transactions closing on or after February 8, 2009.

Other value limitations contained in the HSR coverage and exemption rules have also been adjusted.

If you have any questions about this decision, please contact any of the attorneys listed on this page or your regular Ropes & Gray legal advisor.

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