Although the maximum potential penalty for the three separate funds that were alleged to be in violation of the HSR Act from the closing of the DowDuPont merger on August 31, 2017 to the end of the funds' waiting period on December 8, 2017 (30 days after the funds submitted corrective filings on November 8, 2017) was $3.6 million [3], the parties agreed to a reduced penalty of $609,810. Third Point was also subject to a prior HSR enforcement action in 2016, for improper reliance on the passive investor exemption. It appears the passive investor exemption, which permits certain share acquisitions exceeding the reporting threshold for investors that are purely passive, was not available in the DowDuPont matter. [4] In a prior enforcement action also stemming from a conversion transaction in 2016, the FTC agreed to a $240,000 penalty where Leucadia National Corporation acquired voting securities of KCG Holdings through a conversion transaction valued in excess of the HSR reporting threshold. [5]