Professional Documents
Culture Documents
Ilhaam Lakhani
GT Independent Research pd 2
Lakhani 2
10 May 2019
Reformation of Antitrust Laws and Regulation of Merger Reviews
I. Abstract
Despite the constant reforms passed, such as the Clayton Antitrust Act and Sherman
Antitrust Act, monopolies still occur. Not only does the dramatic increase in monopolies lead to
businesses shutting down and employees losing their source of income,t results in higher priced
products, unfair regulations for workers, and market failure. Why does this occur? It is due to the
failure of defining a monopoly, and restricting what it can do. The Antitrust Laws need to be
revised in order to include a ban on vertical integration, impose a prophylactic limit, public
utility regulation, and predatory pricing. Furthermore, any merger should be reviewed, and the
process needs to become less convoluted and expensive. With the new revisions, monopolies
Table of Contents
Introduction---------------------------------------------------------------------------page 2
Literature Review--------------------------------------------------------------------page 4
Rationale-----------------------------------------------------------------------------page 12
Lakhani 3
Data Collection----------------------------------------------------------------------page 13
Conclusion---------------------------------------------------------------------------page 19
References----------------------------------------------------------------------------page 20
II. Introduction
The act of monopolizing companies has been dormant in America’s history for
decades. Despite the constant attempts of trying to amend the laws imposed to prohibit
Monopolies, such as the Clayton Antitrust Act and Sherman Antitrust Act, all have failed
to regulate the companies. Furthermore, “Big companies are much more dominant than
they were even 15 years ago” (Leonhart). This occurs since the definition of monopoly,
has been increasing the number of products, to the point where they have items in every
department across their website. Additionally, they have lowered their prices in attempt
to eliminate competition with any opposing companies. Amazon has also started to
only can it shut down businesses, as monopolies eliminate competition, it can lead to,
increased consumer prices once all competition has been eliminated, elimination of
safety legislation, and ultimately cause market failure. If there was more competition, it
“may lead to greater product variety, higher product quality, and greater innovation, which
drives productivity growth and helps lift living standards.” (Khan). This is the epitome of
why the Antitrust laws need to be reformed. The Antitrust laws should include a
ban on vertical integration, predatory pricing, a prophylactic limit, and a public utility
Furthermore, any merger that occurs should result in a merger review, and be less
Monopolies. A natural
monopoly occurs due to the barriers in the market. When companies start to enter a field of
business, there are several costs that are associated with them making their presence in the
field, such as infrastructure costs (Johnson). That leads to companies who already had a
presence, and are much more dominant, to have advantages, as they do not have to face the
problems the lesser known companies deal with. This makes them more economically
productive. In natural monopolies the companies, “average costs continuously fall as the
in comparison with other companies, entering such a huge market have to pay
infrastructure
costs, and other related costs. This enables Microsoft to keep its dominance and, “The
greater Microsoft's market share, the lower the average cost, and the lower the price of the
package for the software consumer” (Natural Monopolies). Natural monopolies are
different from the one Amazon has created which is a strategic monopoly. Natural
monopolies are unintentionally created by the size costs of a market. However, strategic
monopolies are different in which they purposefully participate in certain acts, creating a
Lakhani 5
monopoly, and barring any type of competition. Amazon sells products from all types of
departments, such as many other stores do. However, the monopoly occurs when they start
to purposefully run other companies out of business, forcing them to merge with Amazon.
That is the main difference when comparing the monopoly Microsoft and Amazon have.
a monopoly. First of all, it controls around 47% of the E-commerce market industry
(Sun), 69% of the US Smart Speaker Industry (Kinsella), and 43.6% in global Smart
Speaker Industry (Hollander). The data demonstrates the amount of power it has
concentrated. Moreover, not only Amazon “has largely avoided regulatory scrutiny,” it
has shut down businesses or forced the companies to merge by lowering their product
prices. For instance, “[Amazon dropped] diaper prices by as much as 30 percent and
matching Diaper’s.com pricing move for move until the smaller outfit agreed to be
acquired” (Verge). By lowering their own prices, companies like Diaper.com can not
compete and forcefully agreed to merge under Amazon. Furthermore, Amazon once
disadvantage for consumers. Not only Diapers.com but, “smaller retailers say they’re
being targeted and priced out by generics from Amazonbasics” (Verge). Even bigger
companies are being targeted. Recently, “Amazon on Friday announced plans to acquire
Whole Foods, the high-end grocer. If approved by antitrust enforcers, the $13.7 billion
deal would give Amazon control of more than 400 stores, an extensive supply chain and a
new source of consumer data” (Khan). As amazon starts to involve itself in other lines of
business, it gets more power, since it offers products that a person can find anywhere at a
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lower price. All of these characteristics is what researchers claim is the definition of a
Monopoly, and demonstrates the need for change in the way America’s Antitrust laws
Once a monopoly has asserted its dominance, and eliminated all competition, they
can increase their prices (Thoma). “With higher prices, consumers will demand less
quantity, and thus the quantity produced and consumed will be lower than it would be
under a more competitive market Structure” (Thoma). As prices increase, less people will
want to buy the products as they are not cheap. Consequently, due to less products being
bought, less items will be produced., since the company has so much
Power, it can invoke “changes in institutions (unionization), rules, norms, and practices
had weakened workers’ bargaining power, making it more difficult for unions to check
corporate governance” (Stiglitz). Not only are businesses being affected, but
workers working for the monopolies are being affected as well. The last major change
“The monopoly prices [are] higher than a competitive market and restricts output, which
is not
maximising welfare for consumers...It also doesn't maximise welfare for potential
suppliers because they are unable to join the market as the barriers to entry are too
high…” (Mr Banks). Monopolies overall have decreased the amount of quantity
produces, as prices are increased. Since, “prices should be lower and output higher for us
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to be allocating resources efficiently...the free market has failed to do its job” (Mr
Banks).
Monopolies, have ruined the condition of the nation. Instead of being a competitive free
Foundation study shows that the number of job-creating businesses that Americans start
every year fell by 53 percent between 1977 and 2010, when measured as a proportion of
the U.S. working-age population” (Khan and Vaheesan). Therefore,t is crucial to revert
America’s market to its previous competitive, productive state by reforming the Antitrust
The Sherman Antitrust Act was created in effort to prevent monopolies; however,
there are several flaws. These flaws, though having been reformed, can be seen in
different forms over the course of the newer reforms passed. The flaw is the loosely
worded phrasing allowing Monopolies to get away with the amount of power they hold in
the market. Though, “The Sherman Act was designed to restore competition but was
loosely worded and failed to define such critical terms as “trust,” ‘combination,’
monopolies were never caught. For instance, “in United States v. E. C. Knight Company
(1895). The Court ruled that the American Sugar Refining Company, one of the other
defendants in the case, had not violated the law even though the company controlled
Inadequately defined terms in the Sherman Antitrust Act led to companies getting
away with eliminating competition in the market industry. It is important that all terms
Lakhani 8
As time has passed, there has been several different theories of how a monopoly
should be defined and the flaws with the current economist's definition of an monopoly.
First of all, the government , “assumes market share is the only measure of market power,
and glosses over the significant structural advantages Amazon enjoys through its
those two factors they fail to see other information demonstrating the threat Amazon
poses to the Economy. For example, “Amazon scoops troves of market insight from its
third-party marketplace, which accounts for over 30% of the goods sold through the site”
(Khan). Thus, the government needs to look at other factors instead of just market power.
Another flaw is that the government is only assessing the prices, preventing them from
realizing “the true shape of the company's dominance and the ways in which it is able to
leverage advantages gained in one sector to boost its business in another’ ”(Khan). If the
government is only looking at the prices of products that the company is selling,
it loses its focus from other components it needs to regulate. Amazon, by lowering its
prices, is able to shut down other companies. Even though it doesn't affect consumer
instance, the Chicago school doesn't look on the structure of the company but at other
factors such as concentration levels and firm size which better depicts the “standalone
and firms size, it better fits companies such as Amazon under the term of a monopoly.
Lakhani 9
welfare is another major problem that needs to be addressed with the definition of a
“should not be permitted to create or enhance ‘market power,’” defined as the “ability of
one or more firms profitably to maintain prices above competitive levels.” (Khan). In
contrast in 1968, the merger guideline, “established that the “primary role” of merger
monopolies
is to lower prices so that they attract the other companies’ consumers. Once
those companies are eliminated or merged under them, they start to increase prices,
serving as a threat to consumer welfare. Thus, by the time the company then fits under
the guideline, addressing the need to change, the focus shifts off of
consumer welfare and onto other key traits, such as concentration levels.
One of the four main ways to help reform the Antitrust Laws is to impose
Predatory Pricing and ban the usa of Vertical Integration. Without Predatory
Pricing, “firms usually raise prices on goods or predation difficult to be analyzed in trials
and thought price discrimination or personalized pricing also which ‘in consumer welfare
terms’ could affect the consumer as the product quality and choice diversity could
decline since Amazons could try to get better term with its partners and bargain to “meet
demands” (Khan). However, if the current Predatory Pricing document was reformed, it
Lakhani 10
of predation for dominant platforms found to be pricing products below cost” (Khan).
Another issue is that since Amazon controls all processes of production, producing,
shipping, and delivering products, they are able to lower the costs of their products and
shut down other businesses. This occurrence is known as vertical integration. Thus, the
process needs to be banned so Amazon can not lower their products’ prices. By banning
vertical integration and revising the Predatory Pricing document, there would be less
multiple related lines of business can give rise to conflicts of interest by creating
circumstances in which a platform has an incentive to privilege its own business and
different departments Amazon’s company has limits its power, as it allows other
companies to sell products that Amazon can not. This evens the level of
concentration, and thus promotes competition in the market. The second method is
through “The public utility regulation in which allowed to manage network industries
and “secure capital at lower costs and to channel it into very large technological systems,
and thus a way to ‘socialize the costs of building a operating’ a centralized system while
protecting consumers from potential abuses associated with natural monopoly” and since
Lakhani 11
Amazon “serves as an essential infrastructure across the internet economy” it fits right
into the category of public utility regulation” (Khan). The two new revisions
Even though the number of mergers are increasing, the government has not taken
any
action. Even the government, “from the Clintonite wing of the Democratic Party — have
treated mergers and acquisitions as the product of some inexorable force of progress,
rather than as corporate decisions with profound public implications” (Khan). Why is this
occurring? It is because only, “Mergers over a certain size–currently about $85 million--
are required to pre-notify the antitrust agencies, after which the agencies decide which to
minimum price, then there is a possibility that the government could easily catch more
companies which are trying to become a monopoly or already are one. Another reason is
the process is too complicated. “One reason that the costs of the antitrust mission have
increased is full and expensive evaluation… [and] the economic methodology for
evaluating mergers is now more complex, laden with concepts such as upward pricing
pressure (and its variant, generalized upward pricing pressure), critical loss analysis,
diversion ratios, merger simulations and the like” (Kwoka). By making the merger review
process less complicated, and easier to evaluate for people in the government. There is a
Rationale:
Lakhani 12
For my Data Collection, meta-analysis was the best option for me. Since I am studying
the antitrust reform and the way the market and merger review process is set up, it was not
attainable for me to do the other methods of research. For surveys and questionnaires, the general
population would not have done extensive research on such a convoluted topic. Furthermore, for
data collection, I would have had to conduct my own experiment. In order to test out an
experiment, I would have had to manipulate the laws passed so far and the way the market and
merger review process were set up in order to see what changes improve the reduction of
monopolies. Lastly, there are surveys which could have been possible option for me; however,
“Office It shows Put data There are many reviews that the antitrust process is
of Public the for #2 currently making, the most prominent ones are by the
Affairs.” different down Model Voluntary Request Letter which is about giving
types of below
The important information before a merger is review, which
changes and is
United to the after #1 can help in solving mergers and is easy to access
States merger information that could show if a deeper investigation is
Departme review needed. The other change would be the pull and refill
nt of process accountability in which the time to investigate the case is
Justice, allowing “maximized” and furthermore allows the assessor to
29 Jan. for know if more time is needed when the parties “pull-and-
maximum
2019, refile their HSRS”. The next claim is the model timing
time to
w review a agreement where the division sees if the second request
ww.justic case, should be locked or cleared and allows them to be a
e.gov/opa efficiency coordinated agreement on how much time is needed, and
. , and a good amount of time equates for a better assessment.
Accessed eliminatio Furthermore there are only 12 dispositions on a case, and
12 n of a 20 custodians similar to the HSR acts as they allow for
mislead
February more efficiency when assessing a case, and less people
verdict by
2019. eliminatin getting information about the case being discussed,
g preventing any information about the review from being
gamensip leaked out. Furthermore there will be no gamenship,
h. which is when companies hold back large documents
until the night before a decision, giving the assessee no
time to review the documents, which can lead to mislead
verdict about a company. Lastly, there is a rule that all
parties including first and third have to follow along civil
investigative demands.
w.antitrus of the changing mergers is that they evaluate the mergers they
tinstitute. merge assessed and how they solved it allowing them to use
org/wp- process is those as a source in tuure case deicing. Thus, not only in Commented [1]: kind of unclear
that the
content/u future cases will they know what happened to previous
judicial/g
ploads/20 overnmen cases with similar problems they can apply the
18/10/Kw t is not successful resolutions to further monopolies. However
oka- regulating the biggest problem that the government needs to fix is
Reviving- the cases the increasing the number of cases they acces. Right
Merger- at all, now, if a merger is 85 million dollars are over they are
C allowing supposed to assess the case. However, the data chart in
monopoli
ontrol- the data collected section for the article shows otherwise.
es to grow
October- which From 2010-2017 the number of cases have increased
2018.pdf needs to from 716 to 2052; however, the number investigated has
Antitrust be only been an increase of 42 to 51. Furthermore, the
Institute, remedied. percent investigates has dropped from 3.8% to 2.6%.
9 Oct. Furthermore, the funding that has gone to the antitrust
2018. has increased from 163.2 to 165 million dollars, but the
percent of cases investigated is decreasing. This shows
that the government is not doing their job. Furthermore,
judges dealing with antitrust cases are not as frequent
meaning they are not as specialize in that area. Thus,
they should remember the basics on how the merger
process works.
Lakhani 16
Osborne, The Source For the first chart regarding the price ceiling is that when
Martin J. Article #4 is a the government is regulating the P(0) is the most output
“Policies discusses list of they cant have however “for smaller outputs MR
the Price graphs
to exceeds MC, and for larger outputs MR is less than
Ceiling, and
Control a Average data is MC”(Osborne). Furthermore, the only way that
Monopol Cost after #3 regulated price would make profit is if the price was
y.” Pricing, competitive, which does not occur in most cases. To
Policies and Rate even obtain the possible price the “regulator needs to
to of Return know the firm's marginal cost curve”(Osborne) which
Control a Regulatio needs to be withheld from them otherwise it can be used
n
Monopol to their own advantage. Thus if the pricing is more
regarding
y, 1997, monopoli regulated of company’s, than they will not be able to
w es and change the price so competitive that they are not affected
ww.econ how and limits competition. The graph on average cost
omics.uto governme pricing. The government's regulations regarding cost
ronto.ca/o nt pricing is “to set a price equal to average cost...to choose
sborne/2x regulation and (output, price) pair for which AC is equal to AR”.
affects
3/tutorial/ The way this reduce monopolies is that profit is
each one
MONCO of these eliminated and “no efficient outcome” (Osborne). The
N.HTM. factors. Third Chart regarding Rate of Return Regulation
Accessed suggests that allows monopoly uses more capital “than it
1 March would if it were unregulated, given its output”.
20 Furthermore in the graph we can see that input 2 is “if it
19. were unregulated: the output is not produced at minimal
cost and the input prices reflect their social costs...the
outcome is inefficient”(Osborne).
are several flaws in the way the government operates in managing the merger processes.
Furthermore, there are several methods in which the government can improve regulation and
promote competition between businesses. One of the major flaws of the antitrust laws is that they
only look at short term interest and consumer welfare; however, that should not be the sole factor
when assessing a company. They should look at size of the firm and concentration levels.
from producing any items at lower cost. The second method is through vertical integration in
which the government needs to disclose that companies can not buy out places where processes
happen to make, produce, and deliver a product. This is not even mentioned in the antitrust laws
which needs to be changed. Furthermore, the merger review needs to be fixed as it only states
how monetary mergers are reviewed by agencies however, it should be any merger, especially
including data. The other approach would be a prophylactic limit which limits the involvement
of an companies in similar lines of business since it give more power to the company such as
amazon. The last two are though regulation. Public Utility Regulation allows the government to
control network industries that Amazon falls under and prevents the monopoly from harming
consumers. Furthermore, the merger review process is implementing several new beneficial
ideas that can maximize the efficiency of reviewing cases of mergers. The Model Voluntary
Lakhani 18
Request Letter helps in solving mergers, and is easy to access information that could show if a
deeper investigation is needed. Likewise, the pull and refill accountability in which the time to
investigate the case is “maximized” and furthermore allows the assess to know if more time is
needed when the parties “pull-and-refile their HSRS”. Also, the model timing agreement where
the division sees if the second request should be locked or cleared allows there to be a
coordinated agreement on how much time is needed, and a good amount of time equates for a
better assessment. Furthermore, there are only 12 dispositions, and 20 custodians in a case;
similar to the HSR acts as they allow for more efficiency when assessing a case and less people
getting information about the case being discussed, preventing any information about the review
from being leaked out. Furthermore, there will be no gamenship preventing a mislead verdict
about a company. A major problem is that the government is not accessing all the merging cases.
Right now, if a merger is 85 million dollars over, they are supposed to assess the case. However,
the data shows that though the number of cases have increased from 716 to 2052, the percent of
cases investigated has dropped from 3.8% to 2.6%. Furthermore, when the government is
regulating the P(0) is the most output they cant have however “for smaller outputs MR exceeds
MC, and for larger outputs MR is less than MC”(Osborne). Furthermore, the only way that
regulated price would make profit is if the price is competitive, which in most cases does not
occur. To even obtain the possible price the “regulator needs to know the firm's marginal cost
curve”(Osborne) which needs to be withheld, otherwise it can be used to their own advantage.
Thus if the company’s pricing is regulated, than they will not be able to change the price so
Data Conclusion:
Lakhani 19
These results show a possibility that if the ideas mentioned here are combined and
implemented into existing laws, there will be a reduction of monopolies as they will be regulated
more efficiently. Moreover, if there are more constrictions on what companies can do, then
monopolies like Amazon under the newly revised antitrust laws would be caught. Thus, they
would not be able to find loopholes in the laws enacted, proving beneficial for the market,
Conclusion:
The flaws of the antitrust laws can be seen as the economists solely focus on short term
interest and harm to consumer welfare. Though these two factors should be considered when
assessing a monopoly, there are numerous other factors, such as concentration levels and the size
of the company relative to the size of the market, which should be assessed. If these factors are
not assessed, in the long term it can affect the productivity of the market. Furthermore, in order
to constrain monopolies, such as Amazon, it is vital that antitrust laws and merger reviews are
revised in order to eliminate several loopholes. The changes include imposing a prophylactic
limit, a ban vertical integration, a less convoluted and expensive merger review system,
increased merger regulation, public utilities tool regulation, and predatory pricing. By imposing
the new revisions, undoubtedly with the research presented monopolies be eliminated and restore
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Lakhani 20
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Lakhani 21
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