Bloomberg Talks: FTC Chair Andrew Ferguson Talks Acquihires

Date: January 16, 2026
Guest: Andrew Ferguson, FTC Chairman
Host: Bloomberg

Episode Overview

This episode dives into the Federal Trade Commission’s (FTC) evolving scrutiny of "acquihires"—the practice of acquiring companies primarily for their talent rather than their products or services. Andrew Ferguson, FTC Chairman, addresses the growing prevalence of acquihires in tech, especially artificial intelligence, and discusses the regulatory, antitrust, and consumer protection implications under current U.S. law. He also elaborates on the FTC’s broader mandate, from reviewing high-profile mergers to tackling consumer protection in AI and new legislative responsibilities.

Key Discussion Points & Insights

1. Growing Attention to Acquihires (00:39–03:11)

• Definition & Background: Acquihires, long common in Silicon Valley and the startup space, involve acquiring companies mostly for their teams rather than their products; they're increasingly significant in deal size and regulatory consequence.
• Regulatory Context: In past administrations, companies sought deal structures (like acquihires) partly to avoid pre-merger antitrust review, notably under Hart-Scott-Rodino (HSR) Act scrutiny.
• Current FTC Stance: Chairman Ferguson asserts fairness and clarity under the current administration (“Trump administration you get a fair shake”) and warns against using "clever deal structures" to evade review.
  • Quote:

    "You don't need to structure deals as a clever attempt to get around pre merger review. You'll get a fair shake at the FTC... If your deal is legal, I will get out of your way very quickly. And if it's not, I'll take you to court and I'll fight to win there." – Andrew Ferguson (02:27)

2. What Triggers Pre-Merger Review? (03:11–06:32)

• No One-Size-Fits-All Rule:
  • Each acquihire's specifics differ; some may qualify for HSR review if they involve asset or stock acquisition above statutory thresholds.
  • The FTC is examining large acquihires to determine when they cross the line into full-fledged acquisitions.
  • The agency may issue further guidance as understanding improves.
• Legal Standards: Ferguson emphasizes the FTC enforces statutes as written, not inventing new rules for each deal type.
  • Quote:

    "We would be looking at deals and trying to understand, you know, does this in fact involve the acquisition or sale of assets or stock and is anything being structured as an attempt to circumvent review." – Andrew Ferguson (05:15)

3. Acquihires in Artificial Intelligence (06:32–08:36)

• Rising Scale and Visibility:
  • Acquihires now often involve large AI firms and high price tags (billions), increasing public and regulatory interest.
  • High-profile examples in the AI sector have spurred deeper FTC attention.
  • Quote:

    "I've definitely seen a couple in the AI space this year which is what is attracted a lot of the attention." – Andrew Ferguson (07:02)

4. Case Study: Nvidia and GROK Structure (07:55–10:01)

• Complexity:
  • Example: Nvidia’s acquihire of GROK involved hiring ~400 engineers and licensing core technology for $20 billion over time, with the acquired company continuing in a different business line.
  • Ferguson notes such deals vary widely and refrains from discussing confidential cases but reiterates that the FTC’s goal is understanding and fairness, not overzealous prosecution.
  • Quote:

    "The last thing I want to do is sort of blindly charge ahead with a bunch of, you know, sort of pre-determined assumptions and start trying to apply the law to something we don't understand." – Andrew Ferguson (08:55)

5. FTC’s Consumer Protection Role in AI & New Legislation (11:10–13:09)

• Take It Down Act:
  • Groundbreaking law empowering the FTC to compel removal of non-consensual, AI-generated intimate images from platforms; criminal provisions already in effect, FTC’s enforcement role to begin soon.
  • The FTC is hiring specialist staff and coordinating with Homeland Security for implementation.
  • Quote:

    "If you are violating the Take It Down Act. You are going to hear from us and we are going to be ready to do it. This is incredibly important legislation." – Andrew Ferguson (12:33)

6. FTC Appointments & Leadership Diversity (13:09–14:48)

• Nomination of David McNeil:
  • The President’s pick is an unconventional, non-lawyer and manufacturing advocate—praised by Ferguson for his real-world job-creation background.
  • Quote:

    “I am generally of the view that Washington has too many lawyers. I think it is great that the President has decided to nominate someone who isn’t a lawyer... He’s coming at it as a job creator, as a wealth creator, and as one of the most outspoken proponents of manufacturing in America.” – Andrew Ferguson (13:32, 14:22)

7. Consumer Pricing and Merger Enforcement (14:48–17:06)

• Enforcement Actions:
  • FTC’s top priorities include tackling merger-driven price increases, with actions in healthcare, homebuilding, industrial adhesives, and ticketing.
  • The commission has also focused on wage protection, non-compete abuses, and job scams.
  • Ferguson highlights FTC’s effectiveness despite its modest budget.
  • Quote:

    "We are doing everything we can within our little remit to try to bring down prices and to make this country a more affordable place to live, which is exactly what President Trump has been telling us to do." – Andrew Ferguson (16:19)

8. Personal Future at FTC (17:06–17:47)

• Asked about rumors of a DOJ fraud role:
  • Ferguson denies leaving FTC, emphasizing his commitment to leading the commission.
  • Quote:

    "I can tell you definitively I’m not leaving the Federal Trade Commission and I’m not going to the Department of Justice. This is an important full time job that the President entrusted me with..." – Andrew Ferguson (17:22)

Notable Quotes & Memorable Moments

• On deal fairness:

  "If your deal is legal, I will get out of your way... If it’s not, I’ll take you to court." – Andrew Ferguson (02:27)

• On legal approach:

  "It is my job to make sure that the will of Congress, which is the will of the people at the end of the day, is being followed. And that's what we're here to try to do." – Andrew Ferguson (06:28)

• On AI and consumer protection:

  "You are going to hear from us and we are going to be ready to do it. This is incredibly important legislation." – Andrew Ferguson (12:33)

• On unconventional leadership choices:

  "He’s coming at it as a job creator... part of what has made President Trump so successful is that he doesn’t always think in the conventions that govern D.C." – Andrew Ferguson (14:22)

Timestamps of Important Segments

• 00:39 – Introduction to acquihires and FTC scrutiny
• 01:28 – Ferguson on deal structures and regulatory approach
• 03:46 – Reporting requirements and legal standards explained
• 06:45 – Acquihires in AI and their growing scope
• 07:55 – Nvidia-GROK example and complexities
• 11:40 – FTC’s new consumer protection power under the Take It Down Act
• 13:31 – Reaction to David McNeil’s nomination
• 15:01 – Steps to address consumer pricing and merger actions
• 17:22 – Ferguson on commitment to FTC, rejecting DOJ rumors

Style and Tone

Chairman Ferguson’s tone is direct, practical, and emphasizes fairness and strict adherence to legislative text. He projects openness to unconventional perspectives, a pro-consumer stance, and determination to ensure both innovation and accountability in fast-moving sectors like AI.

For listeners seeking clarity on acquihires, antitrust review thresholds, and the FTC’s forward-looking priorities—especially in technology and consumer protection—this episode offers an in-depth and transparent discussion from the commission’s highest office.