Gun-Jumping Is Back on the DOJ's Menu
After a record $5.6M penalty and a rare DOJ action, pre-closing coordination is the enforcement story of the year. What deal teams are getting wrong, and where the line actually is.
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"Let's Sync on Pricing Before We Close"
One helpful email suggesting the two companies align prices "so we're ready on day one." That's not readiness. That's gun-jumping.
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The Synergy Deck That Said the Quiet Part Out Loud
A slide promised to "rationalize the competitive overlap and recover pricing." The government reads decks too.
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The Diligence Data That Left the Clean Room
Current customer-level pricing, forwarded to a sales VP "just so he's in the loop." The clean room existed for exactly this reason.
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The Board Email About "Taking Out" the Rival
Deal rationale written for the board ("neutralize our only real competitor") becomes the government's favorite kind of exhibit.
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Texting the Target's Sales Team Before Close
An eager integration lead started directing the other side's reps weeks early. Assuming control before clearance is the textbook violation.
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