,,ii #aahth ,,congress #b;d ,session ,s4 #ddab ,,in ,,the ,,senate ,,of ,,the ,,united ,,states ,may #bc1 #bjbd,ms4 ,baldwin introduced the following bill2 which was read twice and referred to the ,committee on the ,judiciary ,a ,,bill ,to require pre-merger notification to identify entities subject to a collective bargaining agreement and affected labor organizations1 to require post-merger monitoring for anticompetitive effects and antitrust violations1 and for other purposes4 #a4 ,short title ,this ,act may be cited as the ,stopping ,threats to ,our ,prices from ,bad ,mergers ,act or the ,,stop ,bad ,mergers ,act4 #b4 ,monitoring of consummated mergers 7a7 ,definitions ,in this section3 7#a7 ,antitrust laws ,the term antitrust laws means the ,sherman ,act 7#ae ,u4,s4,c4 #a et seq471 the ,clayton ,act 7#ae ,u4,s4,c4 #ab et seq471 including the amendments made by this ,act1 and the ,federal ,trade ,commission ,act 7#ae ,u4,s4,c4 #da et seq474 7#b7 ,covered merger ,the term covered merger means a merger-- 7,a7 that is subject to premerger notification and waiting period requirements under section #g;,a of the ,clayton ,act 7#ae ,u4,s4,c4 #ah;a72 and 7,b7 with respect to which the ,federal ,trade ,commission or the ,assistant ,attorney ,general in charge of the ,antitrust ,division of the ,department of ,justice has initiated an investigation4 7#c7 ,person ,the term person has the meaning given that term in section #h of the ,sherman ,act 7#ae ,u4,s4,c4 #g74 7b7 ,monitoring ,the ,federal ,trade ,commission and the ,assistant ,attorney ,general in charge of the ,antitrust ,division of the ,department of ,justice shall regularly monitor and evaluate each covered merger following the consummation of the covered merger to determine whether-- 7#a7 the covered merger has substantially lessened competition or has tended to create a monopoly or has reduced worker bargaining power2 or 7#b7 the acquiring person or merged person has otherwise violated antitrust laws4 7c7 ,evidence ,evidence of a violation described in subsection 7b7 may include the use by the acquiring person or merged person of market power that was achieved or acquired as a result of the covered merger or an increased ability of the acquiring person or merged person to coordinate among rivals-- 7#a7 to charge higher prices for the goods or services of the acquiring person or merged person2 7#b7 to reduce the quality of the products of the acquiring person or merged person2 and 7#c7 to degrade working conditions1 including by-- 7,a7 reducing wages2 7,b7 closing facilities2 7,c7 eliminating jobs of individuals who are covered by a collective bargaining agreement2 7,d7 moving domestic jobs to a foreign country with lower standards for working conditions2 or 7,e7 engaging in any action that would be an unfair labor practice under section #h7;a7 of the ,national ,labor ,relations ,act 7#bi ,u4,s4,c4 #aeh7;a774 7d7 ,further evaluation ,if the ,federal ,trade ,commission and the ,assistant ,attorney ,general in charge of the ,antitrust ,division of the ,department of ,justice have reason to believe that a covered merger has substantially lessened competition1 has tended to create a monopoly1 or that a person has engaged in a violation of antitrust laws under subsection 7b71 the ,federal ,trade ,commission or the ,assistant ,attorney ,general shall require the relevant person to submit additional documents and information1 as determined by the ,federal ,trade ,commission and the ,assistant ,attorney ,general1 to evaluate whether the person violated the antitrust laws4 #c4 ,amendments to the pre-merger notification and waiting period ,section #g;,a of the ,clayton ,act 7#ae ,u4,s4,c4 #ah;a7 is amended-- 7#a7 in subsection 7d7-- 7,a7 in paragraph 7#a71 by striking 2 and and inserting 1 including the ,sherman ,act 7#ae ,u4,s4,c4 #a et seq471 the ,clayton ,act 7#ae ,u4,s4,c4 #ab et seq471 and the ,federal ,trade ,commission ,act 7#ae ,u4,s4,c4 #da et seq471 and include1 at a minimum32 and 7,b7 by inserting after paragraph 7#a7 the following3 7,a7 ,the number and percentage of employees of the acquiring person and acquired person that are subject to a collective bargaining agreement and1 as applicable1 the contact information for any affected labor organization1 as defined in section #b of the ,national ,labor ,relations ,act 7#bi ,u4,s4,c4 #aeb74 7,b7 ,all agreements to remain neutral during an organizing campaign by the employees of the acquiring person or acquired person for representation by a labor organization4 7,c7 ,all studies1 surveys1 analyses1 and reports that were prepared by or for any officer or director of the person 7or any individual exercising similar functions7 for the purpose of evaluating or analyzing the transaction with respect to the effects on labor markets or the employees of the acquiring person or acquired person4 7,d7 ,information sufficient to allow the evaluation of potential labor market effects arising from the transaction1 including-- 7i7 the #e largest categories of employees1 in which both the acquiring person and the acquired person employ workers1 as identified by the relevant #f-;digit code under the ,bureau of ,labor ,statistics ,standard ,occupational ,classification ,system2 7ii7 the total number of employees for each code identified in clause 7i72 7iii7 the commuting zones1 as determined by the ,economic ,research ,service of the ,department of ,agriculture1 from which the employees identified under clause 7ii7 commute2 and 7iv7 any penalties or findings that were issued against either the acquiring person or the acquired person by the ,administrator of the ,wage and ,hour ,division of the ,department of ,labor1 the ,national ,labor ,relations ,board1 or the ,assistant ,secretary of ,labor for ,occupational ,safety and ,health during the #e-year period preceding the notification2 and 2 and 7#b7 in subsection 7e7-- 7,a7 in paragraph 7#a7-- 7i7 by redesignating subparagraph 7,b7 as subparagraph 7,c72 and 7ii7 by inserting after subparagraph 7,a7 the following3 7,b7 ,the ,federal ,trade ,commission or the ,assistant ,attorney ,general shall1 prior to the expiration of the #cj-;day waiting period 7or in the case of a cash tender offer1 the #ae-;day waiting period7 specified in subsection 7b77#a7 of this section1 require the submission of additional information or documentary material relevant to the proposed acquisition1 from a person required to file notification with respect to such acquisition under subsection 7a7 of this section prior to the expiration of the waiting period specified in subsection 7b77#a7 of this section1 or from any officer1 director1 partner1 agent1 or employee of such person if the ,federal ,trade ,commission or ,assistant ,attorney ,general has reason to believe that the transaction may result in harm to competition in labor markets1 including-- 7i7 any reduction in employment resulting from the merging of overlapping employment classifications2 7ii7 any reduction in worker bargaining power1 including potential elimination of jobs subject to a collective bargaining agreement2 and 7iii7 any offshoring of jobs currently located in the ,united ,states4 2 and 7,b7 by adding at the end the following3 7#c7 ,the ,federal ,trade ,commission or the ,assistant ,attorney ,general shall extend the #cj-;day waiting period 7or in the case of a cash tender offer1 the #ae-;day waiting period7 specified in subsection 7b77#a7 of this section for an additional period of #fj days if an affected labor organization submits documents or information under subsection 7l7 that could reasonably raise questions as to whether the transaction may-- 7,a7 materially harm the interests of the employees represented by the labor organization2 or 7,b7 violate the antitrust laws1 including the ,sherman ,act 7#ae ,u4,s4,c4 #a et seq471 the ,clayton ,act 7#ae ,u4,s4,c4 #ab et seq471 and the ,federal ,trade ,commission ,act 7#ae ,u4,s4,c4 #da et seq474 4 #d4 ,notice and rights of affected labor organizations ,section #g;,a of the ,clayton ,act 7#ae ,u4,s4,c4 #ah;a7 is amended1 by adding at the end the following3 7l7 ,transactions involving an entity subject to a collective bargaining agreement 7#a7 ,in general ,if a person required to file a premerger notification under subsection 7a7 is subject to a collective bargaining agreement1 the affected labor organization1 as defined in section #b of the ,national ,labor ,relations ,act 7#bi ,u4,s4,c4 #aeb71 shall have the right to submit to the ,federal ,trade ,commission and the ,assistant ,attorney ,general any documents and information relevant to an evaluation of the proposed transaction4 7#b7 ,notice required ,upon the receipt of a premerger notification under subsection 7a7 with information provided pursuant to subsection 7d77#a71 the ,federal ,trade ,commission and the ,assistant ,attorney ,general shall notify-- 7,a7 the affected labor organization named under subsection 7d7of the right under paragraph 7#a7 of this subsection2 and 7,b7 the ,state attorney general of any ,state that the ,federal ,trade ,commission or the ,assistant ,attorney ,general has reason to believe would be affected by the transaction4 7#c7 ,submission of documents and information ,if a labor organization elects to submit documents and information under paragraph 7#a7 to the ,federal ,trade ,commission and the ,assistant ,attorney ,general1 the labor organization must submit the documents and information not later than #bj days after the date of receipt of a notice under paragraph 7#b74 7#d7 ,receipt of documents and information 7,a7 ,request for additional information ,after receiving1 with respect to a transaction1 a submission of documents and information from an affected labor organization under paragraph 7#a71 the ,federal ,trade ,commission and the ,assistant ,attorney ,general may request from any person required to file a notification with respect to the transaction under subsection 7a7 additional information1 pursuant to subsection 7e74 7,b7 ,written response 7i7 ,in general ,the ,federal ,trade ,commission and the ,assistant ,attorney ,general shall provide to an affected labor organization a written response that meaningfully addresses the points raised by the affected labor organization in its submission under paragraph 7#a74 7ii7 ,waiver of written response ,an affected labor organization described in clause 7i7 may agree to a different resolution in lieu of a written response4 4 #e4 ,studies required 7a7 ,study on the effect of mergers on the manufacturing industry ,the ,comptroller ,general of the ,united ,states1 in consultation with the ,federal ,trade ,commission ,bureau of ,economics ,merger ,retrospective program1 shall conduct a retrospective analysis of the effect of consolidation on the manufacturing industry in the ,united ,states between #aige and #bjbe1 including-- 7#a7 the amount of consolidation in the manufacturing industry of the ,united ,states2 7#b7 the effect of consolidation on the unionized workforce of the manufacturing industry2 7#c7 the effect of consolidation on prices for goods manufactured in the ,united ,states2 7#d7 the effect of consolidation on product variety1 quality1 innovation1 consumer welfare1 and firm efficiency for goods manufactured in the ,united ,states2 7#e7 the extent to which consolidation has led to offshoring of manufacturing jobs previously located in the ,united ,states2 and 7#f7 the effect of consolidation on the manufacturing labor force1 including on wages and the ability of the labor force to bargain for wages and benefits4 7b7 ,study on worker bargaining power in labor markets ,not later than #b years after the date of enactment of this ,act1 the ,comptroller ,general of the ,united ,states shall conduct and publish a study incorporating public comment on the economic and social effect of rising concentration in labor markets1 including the impact of reduced worker bargaining power on the wages and benefits1 mobility1 and income equality of workers1 including employees and independent contractors4 7c7 ,authorization of appropriations ,there is authorized to be appropriated #e1jjj1jjj to carry out the studies under subsections 7a7 and 7b74