Bailey Glasser partners Nicholas S. Johnson, Jonathan S. Deem, Jennifer S. Fahey, and lawyer Japera A. Parker have authored an article appearing in the Chambers and Partners 2026 Corporate M&A Global Practice Guide: Trends and Developments, USA – Washington, D.C.: “Structuring M&A Deals Around Regulatory Uncertainty and Delay in Washington, DC: A Practical Legal Guide.”
In this article, the authors examine ways that the regulatory environment facing deal makers today is structurally more complex than it was even a decade ago, caused most recently in part due to changes triggered by federal agencies in Washington, D.C. As set forth in the introduction:
The United States, the Federal Trade Commission (FTC) and Department of Justice Antitrust Division have pursued increasingly aggressive merger enforcement strategies. The Committee on Foreign Investment in the United States (CFIUS) has expanded its jurisdictional reach following the Foreign Investment Risk Review Modernization Act of 2018 (FIRRMA). The European Commission continues to refine its framework under the EU Merger Regulation, including its new tools under the Foreign Subsidies Regulation. Sector-specific regulators – from the Federal Communications Commission to the Federal Energy Regulatory Commission to banking supervisors – layer additional review timelines and substantive requirements atop general competition review. Meanwhile, multi-jurisdictional deals increasingly face parallel reviews across dozens of antitrust regimes worldwide, each with its own substantive standards, procedural timelines and political dynamics.
Against this backdrop, sophisticated M&A counsel must approach deal structuring not merely as a legal exercise in documentation, but as a strategic exercise in risk allocation.
