Antitrust Agency Insights: Developments at the U.S. Antitrust Enforcement Agencies — Fourth Quarter 2025

Letter From the Editors

Trade Association and Licensing Board Restrictions: Antitrust Agencies’ Renewed Interest

In the last quarter of 2025, the U.S. antitrust agencies, the U.S. Department of Justice, Antitrust Division (DOJ) and Federal Trade Commission (FTC), renewed their focus on the role that professional associations and licensing boards can play in potentially restricting competition in their industries by controlling licensing and accreditation standards. The DOJ and FTC actions provide a clear reminder that professional and trade associations, and their members, must be mindful of the antitrust laws when they are issuing standards and other programs to ensure the quality of providers in their industries .

I. Background

The antitrust agencies have long had an interest in ensuring restrictions imposed by trade associations and licensing boards are not anticompetitive. In one of the FTC’s first enforcement actions, it challenged an association of flag manufacturers that was allegedly facilitating coordination among its members to raise the prices of American flags.¹ Over 30 years ago, the DOJ brought a complaint against the American Bar Association (ABA) for allegedly violating the Sherman Act by limiting competition in the law school labor market by setting salary standards for law schools and by using its accreditation program to harm competition between law schools.² The ABA settled the claims with DOJ, agreeing to stop sharing law school salary information or prohibiting law schools from accepting post-Juris Doctor program students, offering transfer credits, or being for-profit.³ The ABA also agreed to revise certain standards and implement an antitrust compliance program.⁴

Antitrust agency focus on trade associations and licensing boards continued over the years. In 1996, FTC Bureau of Competition Director Bill Baer wrote to the Washington House of Representatives, warning that increasing licensing requirements for prospective Certified Public Accountants (CPA) could harm competition for CPA services and increase the costs of entry.⁵ In 2011, the FTC found that the North Carolina Board of Dental Examiners violated antitrust laws by enforcing rules that only licensed dentists could perform teeth whitening services.⁶ And in 2014, the FTC finalized consent agreements to resolve competitive concerns with the activities of two trade associations, one representing companies and individuals that provide legal support services in California and the other representing music teachers, that allegedly limited competition among their members.⁷

Continuing this interest, during the first Trump administration, former Acting Chairman Ohlhausen’s Economic Liberty Taskforce reviewed unnecessary and anticompetitive occupational licensing requirements.⁸ The taskforce found that “state-by-state occupational licensing can pose significant hurdles for individuals who are licensed in one state, but want to market their services across state lines or move to another state.”⁹ In particular, military spouses are harmed by these requirements because they frequently move.¹⁰ The task force recommended several initiatives to increase license portability, including instituting model laws and consistent licensure requirements across states, expanding temporary licensing, and expediting licensing.¹¹ The task force concluded that increased portability of licenses enhances competition.¹²

The Biden administration also focused on removing employment restrictions. However, it was more focused on broadly eliminating non-compete agreements rather than occupational licensing restrictions. (Our colleagues discussed this focus in depth in an April 2024 Advisory.) While the second Trump administration elected to abandon the Biden administration’s broad non-compete ban, it has renewed focus on association licensing and accreditation standards that may harm competition.

II. Recent Agency Actions Focused on Association Licensing and Accreditation

On December 1, 2025, the FTC sent a letter to the Supreme Court of Texas regarding a proposed amendment to the rules governing admission to the Texas Bar.¹³ The proposed amendment “would eliminate the current rule’s delegation of authority to the” ABA to determine rules for admission to the bar, including the requirement that an applicant for admission attend an ABA-accredited law school.¹⁴ The letter asserted that the ABA has a monopoly over accreditation of law schools and that the amendment would increase competition among law schools and lawyers.¹⁵ The letter further suggested the ABA’s monopoly is partially responsible for the high costs of law school and that modifications to admission requirements, such as the proposed amendment in Texas, are important to weaken the ABA’s monopoly power.¹⁶ On January 6, 2026, the Texas Supreme Court ended ABA oversight of Texas Bar admission requirements.¹⁷

Two weeks later, on December 15, 2025, the DOJ Antitrust Division filed a statement of interest in Lincoln Memorial University v. Am. Veterinary Medical Ass’n.¹⁸ Plaintiffs in the lawsuit alleged that the American Veterinary Medical Association’s (AVMA) accreditation standards require an “elite, high-cost” veterinary school model that results in shortages of veterinarians and increased costs for veterinary care — arguments similar to the statements made by the FTC about the ABA.¹⁹ In its statement of interest, the DOJ responded to the AVMA’s arguments that its actions were exempt under antitrust laws.²⁰ While DOJ did not endorse plaintiff’s claims, they clarified that accreditation standards imposed by a private professional association are not exempt from antitrust laws, and that AVMA’s standards should be reviewed for anticompetitive effects.²¹

III. Takeaways

With increased scrutiny from both federal agencies, trade associations, professional associations, and licensing boards should review their existing compliance guidance to ensure they are adequately sensitized to antitrust risks. Particularly in the context of new standard-setting activities, industry groups should consider both the procompetitive rationales for any proposed course of conduct as well as how other industry participants may be affected and react. Unless joint conduct by competitors clearly falls within antitrust exemptions for state-action or Noerr-Pennington, associations should be prepared for standards and requirements to be analyzed for their impact on competition.

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FTC/DOJ Staff Updates

Commissioner Holyoak Departs FTC
Commissioner Melissa Holyoak was appointed Interim U.S. Attorney for the District of Utah by Attorney General Pam Bondi on November 17, 2025. Commissioner Holyoak joined the FTC in March 2024 and was active in several areas, including technology enforcement and online safety. Her departure leaves the agency operating with only two commissioners.

• Read the Press Release

FTC Cases and Proceedings

FTC Enters Non-Compete Settlement With Adamas Amenity Services
On December 19, 2025, the FTC entered into a consent agreement with Adamas Amenity Services LLC and affiliates that requires the companies to cease enforcement of no-hire agreements in New York City and New Jersey. These clauses allegedly had barred building owners and management companies from hiring Adamas workers — primarily low-wage staff — without incurring penalties. The agency found such restrictions suppressed wages and limited employment mobility for janitorial, security, and front-desk workers. The Commission voted 2-0.

• Read the Press Release
• Read the Decision and Order
• Read the Complaint

FTC Sues To Block Henkel AG & Co. KGaA From Purchasing Liquid Nails
The FTC filed suit on December 11, 2025, seeking to block Henkel’s $725 million acquisition of Liquid Nails, alleging anticompetitive consolidation in construction adhesives. The complaint alleges that combining the top two adhesive brands available at major retailers would reduce competition, resulting in higher prices and diminished innovation. Henkel’s proposed deal would merge Loctite and Liquid Nails, alleged to be fierce competitors on store shelves. The Commission voted 2-0 to authorize the complaint.

• Read the Press Release
• Read the Complaint

Teva Agrees To Remove Over 200 Patents From Orange Book Following FTC Investigation
Following an FTC investigation on December 10, 2025, Teva Pharmaceuticals requested the FDA to delist over 200 patents from its Orange Book that it determined were improperly listed. These listings have affected generic competition for products such as inhalers, diabetes medications, and epinephrine injectors. The move follows a broader FTC initiative to challenge listings that artificially extend market exclusivity, aligned with efforts under the Trump executive order to reduce drug costs.

• Read the Press Release
  

Aya Healthcare Terminated Proposed Acquisition of Cross Country Healthcare Following FTC Investigation
On December 5, 2025, Aya Healthcare abandoned its proposed $615 million acquisition of Cross Country Healthcare after FTC staff raised competitive concerns. The deal would have merged two staffing software and services providers for travel nurses and temporary healthcare workers. Bureau of Competition Director Daniel Guarnera warned the deal risked reducing hospital options, inflating costs, and hurting worker mobility.

• Read the Press Release
  

FTC Requires Boeing To Divest Assets in Acquisition of Spirit AeroSystems Holdings, Inc.
On December 3, 2025, the FTC required Boeing to divest portions of Spirit AeroSystems’ aerostructures supply businesses in order to complete its $8.3 billion acquisition of Spirit AeroSystems. Boeing must sell Spirit’s aerostructures units that supply Airbus to Airbus, and its Subang, Malaysia operation to CTRM. The agency concluded that, without these measures, Boeing could restrict aerostructures inputs to competitors and hinder competition in commercial and military aircraft sectors. The Commission voted 2-0.

• Read the Press Release
• Read the Decision and Order
• Read the Complaint

Meta Wins in FTC v. Meta Lawsuit Challenging Acquisitions of Instagram and WhatsApp
On November 18, 2025, U.S. District Judge James Boasberg ruled in favor of Meta in the FTC v. Meta lawsuit, the FTC’s case challenging its acquisitions of Instagram and WhatsApp. The court found the FTC failed to demonstrate that Meta retains monopoly power in the dynamically competitive social media space. Judge Boasberg highlighted robust competition from platforms like TikTok and YouTube as undermining the FTC’s market definition, which sought to exclude those companies. Because the court held that Meta did not have monopoly power in a relevant market, it did not analyze whether the acquisitions of Instagram or WhatsApp were anticompetitive.

• Read the Decision
• Read the Complaint

FTC Required Divestitures in the Valvoline/Greenbrier Deal
On November 14, 2025, the FTC agreed to a divestiture of 45 quick-lube shops to settle allegations that Valvoline’s acquisition of approximately 200 Oil Changers outlets from Greenbriar was anticompetitive. These outlets will transfer to Main Street Auto, ensuring consumers in 25 alleged anticompetitive markets retain affordable, high-quality oil-change services. The divestiture was approved by a unanimous 3-0 vote.

• Read the Press Release
• Read the Complaint
• Read the Decision and Order

Court Denies FTC’s Attempt To Enjoin Medical Device Coatings Merger
On November 10, 2025, a federal judge in the U.S. District Court for the Northern District of Illinois denied the FTC’s attempt to block GTCR’s acquisition of Surmodics, rejecting allegations that the parties’ proposed divestiture was insufficient. The FTC had argued that the deal would reduce competition in the hydrophilic coating market, but the court found the proposed divestitures to Integer adequate and recognized competition from in-house coating capabilities.

• Read the Press Release
• Read the Complaint

DOJ Cases and Proceedings

DOJ Reaches Consent Decree With LivCor Over Algorithmic Price Fixing Allegations
On December 23, 2025, the DOJ Antitrust Division resolved allegations that LivCor, a Blackstone-affiliated landlord, participated in an algorithmic rent-fixing scheme by coordinating pricing data with other landlords via RealPage tools. Under the decree, LivCor must refrain from using algorithmic systems that incorporate competitors’ pricing data, sharing sensitive information, and participating in RealPage-hosted meetings with competitors. The agreement includes a DOJ monitor and cooperation in broader litigation.

• Read the Press Release
• Read the Proposed Final Judgment

DOJ Requires Divestitures in Constellation/Calpine Acquisition
On December 5, 2025, the DOJ approved Constellation’s $26.6 billion acquisition of Calpine conditioned on Constellation’s divestiture of six natural gas-fired power plants. The DOJ stated that the divestiture would preserve competition in electricity pricing for the ERCOT and PJM electricity grids.

• Read the Press Release
• Read the Proposed Settlement

DOJ Reaches Settlement With RealPage Over Algorithmic Price Fixing Allegations
The DOJ Antitrust Division filed a proposed settlement with RealPage on November 24, 2025, to resolve its claims of algorithmic coordination, information sharing, and other anticompetitive practices. The settlement requires RealPage to cease using non-public, competitively sensitive information in its algorithmic rental-pricing software and to stop facilitating rent alignment among competing landlords. It also mandates that RealPage avoid real-time data usage, limit its model to state-level pricing differences, and eliminate features designed to suppress price reductions. The settlement includes a court-appointed monitor and extends to restricting RealPage’s collection and sharing of rent data and algorithmic coordination among landlords.

• Read the Press Release
• Read the Proposed Final Judgment

FTC Policy

FTC Schedules Workshop on Noncompete Agreements
The FTC has scheduled a public workshop on noncompete agreements for January 27, 2026. The event reflects the FTC Labor Task Force’s initiative to highlight and address labor-market restraints. This follows recent enforcement actions and letters targeting anticompetitive noncompete agreements, signaling the agency’s sustained focus on enhancing worker mobility.

• Read the Press Release

DOJ Policy

DOJ’s Plan in Response to the Saving College Sports Executive Order
In response to Executive Order 14322, Saving College Sports, issued July 24, 2025, the DOJ’s Antitrust Division released a plan on November 17, 2025 to help preserve college sports. The framework recognizes that the rule of reason and existing case law allow for some horizontal coordination among schools to stabilize non-revenue sports and protect the institution’s viability amid Name Image and Likeness litigation pressures. The order underscores college athletics’ role in educational opportunity, local economies, and national culture, and the Division’s plan argues that these are pro-competitive justifications that can be used to combat allegations of anticompetitive effects from horizontal agreements between schools.

• Read the DOJ’s Plan

DOJ Files Statement of Interest in Lawsuit of Homebuyers Against Real Estate Brokerages
On December 19, 2025, the DOJ submitted a statement of interest in Davis et al. v. Hanna Holding, a lawsuit brought by homebuyers against real estate brokerages and the National Association of Realtors . The division supported antitrust scrutiny of real-estate broker commission systems and trade-association rules that may inflate fees. The statement emphasized that broker competition helps reduce housing costs, and collaboration among brokers can raise commissions contrary to Section 1 of the Sherman Act. The filing clarified that trade association rules are not shielded from per se antitrust review.

• Read the Press Release
• Read the Statement of Interest

Interagency Initiatives

International Trade Commission DRAM Matter Comment
On November 25, 2025, the DOJ, alongside the U.S. Patent and Trademark Office, filed a joint comment in U.S. International Trade Commission investigation No. 337-TA-3854 concerning DRAM devices. The statement stressed that enforcement of valid patent rights — particularly exclusion orders — is vital to American innovation and economic growth. The agencies argued that in order to support patent rights, the public-interest exemptions to exclusion orders should only apply in exceptional cases. They asserted that strong intellectual property protection supports competition.

• Read the Joint Comment

 Agency Speeches and Statements

AAG Gail Slater Speech at Drake University
On November 19, 2025, Assistant Attorney General Slater discussed the intersection of antitrust and agriculture at Drake University Law School, framing competition enforcement as central to preserving the American Dream amid economic challenges. She highlighted the importance of antitrust enforcement in the agricultural sector, highlighting the importance of protecting competition in markets such as feed, fertilizer, fuel, seed, equipment, and other essential goods. She also referenced the Antitrust Division’s support of the executive order directing the DOJ to investigate the beef packing industry. AAG Slater concluded by noting that antitrust enforcement is vital to ensuring that small farmers, ranchers, and other agricultural businesses can operate in a fair market.

• Read the Speech
• Read our Advisory

DAAG Dina Kallay Speech at 2025 Chatham House Competition Policy Conference
On November 20, 2025, Deputy Assistant Attorney General Kallay delivered virtual remarks on airline competition, warning that overly broad immunities for international air alliances can distort markets. She used examples of the American Airlines/Jet Blue and Delta/Aeromexico alliances to stress that antitrust immunities should be closely constrained. Her remarks highlighted DOJ’s global competition priorities to ensure that antitrust laws protect competition, rather than determine winners and losers by giving specific companies antitrust carve-outs. She concluded by encouraging fellow global enforcers to follow the same principles.

• Read the Speech

Commissioner Meador Issues Statement With FTC Approval of Final Divestiture Order in the Synopsys/Ansys Merger
On October 17, 2025, the FTC approved a final divestiture order in the $35 billion Synopsys/Ansys merger to preserve competition in key semiconductor and photonic software tool markets. Commissioner Meador concurred in a separate statement, emphasizing the importance of transparency with the FTC regarding divestiture timing. He chastised the parties for not being transparent about the amount of time required to divest the required assets, instead closing the transaction before notifying FTC staff that it would take longer for the divestiture to be completed.

• Read Commissioner Meador’s Statement

© Arnold & Porter Kaye Scholer LLP 2026 All Rights Reserved. This Newsletter is intended to be a general summary of the law and does not constitute legal advice. You should consult with counsel to determine applicable legal requirements in a specific fact situation.