Antitrust Law Daily Wrap Up, ACQUISITIONS & MERGERS NEWS: Antitrust Division provides update on merger collaboration with state authorities, (Oct 29, 2026)

By Peter Reap, J.D., LL.M.

Two recent successful settlements secured by local authorities in asphalt industry mergers were commended by the Division.

The Department of Justice provided an update on the Antitrust Division’s collaboration with state Attorneys General regarding investigations of mergers with predominantly intrastate effects. In the update, Antitrust Division officials Woodward and Beller provided insights into how the Division exercises its responsibility and discretion in merger enforcement maters that implicate local interests. The Division separately announced successful settlement results in in two local asphalt merger investigations that Division had referred to State Attorneys General.

Update on merger collaboration with state attorneys general. Since January 2026, the Antitrust Division’s merger review program has:

• Partnered with the Attorneys General of California and Tennessee to enter into consent decrees with merging parties in cement and asphalt industries to resolve potential harm to competition in regions within their states.

• Referred investigations involving asphalt markets in New York, Pennsylvania, and New Jersey to those states’ Attorneys General, who subsequently reached settlements with the parties addressing their competition concerns in local markets (see details below).

• Jointly investigated both local and multistate mergers with state Attorneys General when those mergers present issues justifying both federal and state involvement.

• Consulted and worked closely with state Attorneys General in other merger investigations involving local matters.

“Principles of federalism guide that the Justice Department use its resources to investigate mergers with regional or national implications. However, the Department will sometimes exercise its discretion to investigate local transactions, including when there is an antitrust issue of national significance,” said Associate Attorney General Stanley E. Woodward, Jr. “When it comes to mergers of national importance, the Department will generally form its own views of the appropriate resolution of an investigation, although it may partner with state enforcers who offer to contribute distinctively to the investigation.”

“In our federal system, federal and state law enforcers have different constituencies and distinct competencies. A constructive relationship between antitrust enforcers at both levels includes deferring to the agency of relative competence in matters that impact distinctly federal or local interests,” said Deputy Assistant Attorney General G. Charles Beller of the Justice Department’s Antitrust Division. “The Antitrust Division welcomes leadership from state enforcers in transactions that implicate uniquely local interests, such as when the state is a purchaser that could suffer direct injury or when potential effects on competition are limited to a single state.”

Settlements in two local asphalt merger investigations. The Antitrust Division provided the following details on the closing of its investigations into two transactions that presented competition issues in local asphalt markets. After opening investigations into each of the matters, the Division referred them to state authorities. The state authorities successfully drove the investigations to successful settlements, with required divestitures, in both matters.

In both matters, the Division commends the states and parties for reaching agreement to resolve the states’ concerns about competition in their local markets.

Colas/Suit-Kote. In August 2025, Colas announced its intention to acquire Suit-Kote. Both companies offer asphalt pavement products and services to commercial and government customers in New York and Pennsylvania. The Antitrust Division opened an investigation into the acquisition and issued Second Requests to the parties in October 2025.

The Division investigated the transaction extensively, identified only discrete geographic areas in New York and Pennsylvania where the merger would reduce the number of asphalt suppliers, and referred the matter to those states. The parties offered the Division a divestiture of certain facilities serving those areas. To permit the states to engage with the parties regarding potential remedies, the Division fully referred the matter to the states.

New York and Pennsylvania subsequently agreed to a settlement with the parties that includes divestiture of four facilities in New York and Pennsylvania. See Investigation of Colas Inc. & Suit-Kote Corp., Assurance No. 26-065 (N.Y. Att’y Gen. Oct. 13, 2026); Pennsylvania v. Colas Inc., No. 3:26-cv-1979 (W.D. Pa. filed Oct. 13, 2026).

CRH/Arcosa. In June 2026, CRH, an Irish building materials provider, announced its intention to acquire Arcosa, a U.S.-based infrastructure-related materials provider, for approximately $8.5 billion. The Antitrust Division opened an investigation into the acquisition.

The Division’s preliminary investigation identified and narrowed potential competition concerns to those in a local market for the sale of hot-mix asphalt in a region within New Jersey. Accordingly, as in Colas/Suit-Kote, the Division referred the matter to the New Jersey Attorney General. The Division kept open its investigation without issuing a Second Request to monitor progress with New Jersey and to facilitate expeditious resolution of any local competitive concerns.

Following that referral, the parties agreed with the New Jersey Attorney General to divest certain facilities in New Jersey. See Davenport v. CRH plc, No. 3:26-cv-13625 (D.N.J. filed Oct. 20, 2026).

Companies: Colas Inc.; Suit-Kote Corporation; CRH plc; Arcosa, Inc.

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