On August 26, the Department of Justice announced a proposed settlement to resolve allegations that private equity firm KKR failed to file complete, accurate, and timely premerger filings under the Hart-Scott-Rodino Act in connection with several transactions during 2021 and 2022. In the settlement, KKR agreed to pay a record $250 million civil penalty — more than twenty times the previous largest fine ever paid for an HSR Act violation.
The HSR Act requires parties to certain mergers and acquisitions to notify the federal antitrust agencies and observe a statutory waiting period before consummating the transaction. As part of their HSR notifications, parties must submit certain transaction-related documents, commonly known as “Item 4” documents, that discuss antitrust subject matter such as markets, market shares, competition, and synergies. Failures to file accurate notifications under the HSR Act are subject to cumulative civil penalties of more than $50,000 per day.
The settlement resolves a years-long dispute between KKR and the DOJ that became public in the Biden Administration’s final week. The DOJ alleged that KKR knowingly violated the HSR Act by closing two transactions without making the required filings and by altering or omitting Item 4 documents submitted in other deals. The DOJ claimed the omitted or altered documents would have helped “illuminate the competitive impact of a transaction,” and sought civil penalties exceeding $650 million. KKR denied the claims and filed a separate actionseeking a declaratory judgment that it had not violated the HSR Act, characterizing any omissions as “minor, unintentional and irrelevant.” KKR also challenged the constitutionality of both the FTC’s rules and guidance governing Item 4 documents, and the excessive size of the DOJ’s requested penalty. In resolving those cases, the settlement also disposes of a related criminal investigation into KKR’s HSR compliance. As part of that investigation, DOJ prosecutors had obtained and reviewed communications between the private equity firm and its outside legal counsel.
KKR admitted no wrongdoing in the settlement, and maintains that it acted in good faith under its prior filing and compliance processes. In this regard, it is notable that neither the FTC nor the DOJ has claimed that any of KKR’s underlying acquisitions lessened competition or otherwise violated the federal antitrust laws.
DOJ’s enforcement action and the significant fine assessed underscore the importance of rigorous, defensible procedures for reporting deals under the HSR Act. Missed filings or the appearance of omissions or alterations of responsive documents may expose parties to substantial civil penalties and heightened deal scrutiny.
This post is based on a Wachtell, Lipton, Rosen & Katz memorandum, “DOJ Secures Record Penalty for Alleged ‘Systemic’ HSR Violations,” dated August 27, 2026.