News & Analysis as of

Hart-Scott-Rodino Act Antitrust Provisions Pre-Merger Filing Requirements

The Hart-Scott Rodino Antitrust Improvements Act is a United States federal statute enacted in 1976 establishing the federal premerger notification program. Under the Act, parties contemplating mergers or... more +
The Hart-Scott Rodino Antitrust Improvements Act is a United States federal statute enacted in 1976 establishing the federal premerger notification program. Under the Act, parties contemplating mergers or acquisitions must notify the Department of Justice and the Federal Trade Commission prior to completing the transaction. Once notified, the DOJ and FTC investigate and make a determination as to whether the proposed transaction will adversely impact U.S. commerce and competition within the market. less -
Bass, Berry & Sims PLC

New HSR Form Brings Significant Impact for Deals: A Deep Dive into What Has Changed

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On October 10, the Federal Trade Commission (FTC) and Department of Justice (DOJ) (the Antitrust Agencies) finalized and released significant updates to the Hart-Scott-Rodino (HSR) premerger notification form. The updates are...more

A&O Shearman

FTC and DOJ Finalize New HSR Rules (Updated November 12, 2024)

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Democratic Commissioners Swung for the Fences, but FTC Settles for Unanimous Revisions, Still Increasing Burden on Filers - On October 10, 2024, all five Federal Trade Commission (“FTC”) Commissioners, with concurrence...more

Seyfarth Shaw LLP

New Rules for HSR Premerger Notification Filings Take Effect February 10, 2025

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On November 12, 2024, the final rule issued by the Federal Trade Commission (FTC) amending premerger notification requirements under the Hart-Scott-Rodino (HSR) Antitrust Act was published in the Federal Register. The HSR Act...more

Nelson Mullins Riley & Scarborough LLP

New HSR Rules Take Effect on Tuesday, Feb. 10, 2025

As we reported in October, the Federal Trade Commission, with the concurrence of the United States Department of Justice Antitrust Division, have issued revised Hart-Scott-Rodino (HSR) premerger notification rules. These...more

Saul Ewing LLP

FTC Finalizes Significant Amendments to Hart-Scott-Rodino Premerger Filing Requirements

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Overview - On October 10, 2024, the Federal Trade Commission (“FTC”) released the final version of material changes to the submissions required under the Hart-Scott-Rodino Antitrust Improvements Act (“HSR”)....more

Woodruff Sawyer

Will New HSR Rules Lead to Costlier RWI Interim Breach Coverage?

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In the context of representations & warranties insurance (RWI), this change means that the interim period between a deal’s sign and close will likely also grow longer, requiring deal parties to negotiate for a longer interim...more

MoginRubin LLP

Companies Tend to Abandon or Restructure Deals Rather Than Fight the Feds, Agencies Report

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Government credits HSR pre-merger notification program with halting anticompetitive deals. Companies planning mergers and acquisitions tend to avoid challenging the Federal Trade Commission and the Department of Justice’s...more

Cadwalader, Wickersham & Taft LLP

FTC Substantially Expands HSR Merger Notification Form’s Information and Documentary Requirements; Promises the Return of Early...

The information and documentary materials (filing requirements) necessary to complete the Hart-Scott-Rodino merger notification filing form have been significantly expanded.  The new filing requirements will fall most heavily...more

Dechert LLP

The New Hart-Scott-Rodino Reporting Requirements: A Roadmap for Filers

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As previously reported, the Federal Trade Commission (“FTC”), with the concurrence of the Antitrust Division of the U.S. Department of Justice (“DOJ” and, together with FTC, the “agencies”), recently finalized expansive...more

Akin Gump Strauss Hauer & Feld LLP

New HSR Requirements Will Dramatically Increase the Burden on Filers

The long-awaited new HSR rules have finally been released. On October 10, 2024, the Federal Trade Commission (FTC), with concurrence of the Department of Justice (DOJ) (collectively, the Agencies), released the 460-page final...more

Morgan Lewis

Key Takeaways from Latest HSR Data: A Continuation of Biden Administration Trends

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On the same day it released its final Hart-Scott-Rodino Act (HSR) Rules,1 the Federal Trade Commission (FTC) released the Hart-Scott-Rodino Annual Report for Fiscal Year 2023 (the Report),2 which includes Hart-Scott-Rodino...more

Proskauer - Regulatory & Compliance

Countdown to 2025: New HSR Premerger Disclosure Rules

The Federal Trade Commission (“FTC” or the “Commission”) has announced a final rule (the “Final Rule”) significantly expanding the premerger notification and reporting requirements under the Hart‑Scott‑Rodino Antitrust...more

Cooley LLP

Key Considerations as FTC, DOJ Significantly Change HSR Premerger Notification Requirements

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On October 10, 2024, the Federal Trade Commission (FTC) announced a unanimous 5-0 vote to finalize changes to the Hart-Scott-Rodino (HSR) premerger notification program, including changes to the HSR form and associated...more

BCLP

FTC Announces New Premerger Notification Form

BCLP on

On October 10, 2024, the Federal Trade Commission (“FTC”), with the concurrence of the Antitrust Division of the Department of Justice, (the “DOJ”, and together, the “Agencies”) voted unanimously to adopt new premerger...more

Akerman LLP

FTC Finalizes Long-Awaited Final Rule With Significant Changes to HSR Act Filings

Akerman LLP on

1. Although the Final Rule includes less extensive changes than those originally proposed, these changes will significantly increase the cost and the time required to prepare filings....more

Nelson Mullins Riley & Scarborough LLP

New HSR Process Rules by FTC: What Sellers Should Know

As we reported on Oct. 11, the Federal Trade Commission (FTC) and Department of Justice (DOJ) announced the final HSR (Hart-Scott-Rodino Antitrust Improvements Act of 1976) rules and form changes on Oct. 10.  While the “new”...more

Latham & Watkins LLP

FTC Adopts Major Changes to the HSR Merger Notification Form

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Effective mid-January 2025, the FTC’s new HSR notification process will significantly increase the time and content required to file M&A notifications under the HSR Act. On October 10, 2024, the Federal Trade Commission...more

Jones Day

DOJ and FTC Release Final Rule Expanding HSR Premerger Filing Requirements

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The Federal Trade Commission ("FTC") unanimously issued a final rule expanding the requirements of premerger filings under the Hart-Scott-Rodino Antitrust Improvements ("HSR") Act of 1976. The HSR Act requires parties to...more

BakerHostetler

FTC Unveils Sweeping Modifications to HSR Merger Notification Form

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The Federal Trade Commission’s (FTC) Final Rule mandates the adoption of new, expanded Hart-Scott-Rodino (HSR) forms and the creation of a public comment portal for pending transactions. The new HSR forms will become...more

Ballard Spahr LLP

FTC Finalizes Comprehensive Overhaul of Premerger Notification Requirements

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The Federal Trade Commission (FTC) finalized a comprehensive overhaul of the premerger notification program. Firms considering a merger or acquisition that meets the filing thresholds should prepare for a more onerous...more

Hogan Lovells

Unpleasant October surprise – the FTC announces final rule expanding HSR filing disclosures

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On October 10, 2024, the Federal Trade Commission (FTC) announced its final rule revising the requirements for premerger filings under the Hart-Scott-Rodino Antitrust Improvements Act of 1976 (HSR Act). Parties to...more

Locke Lord LLP

FTC Issues Final Rule Overhauling and ‎Increasing the Burden of HSR Filings

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After what is described as “intense negotiations” among the commissioners, the Federal Trade Commission (FTC) has unanimously approved a substantial overhaul to the rules governing the documents and information that must be...more

Katten Muchin Rosenman LLP

Premerger Filing Requirements Under Hart-Scott-Rodino Set to Expand Significantly

On October 10, the Federal Trade Commission (FTC), after a 5-0 vote, issued a final rule amending the Premerger Notification Rules that implement the Hart-Scott-Rodino Antitrust Improvements Act of 1976 (HSR Act). The final...more

Troutman Pepper

FTC Issues Final Rule Overhauling and Increasing the Burden of HSR Filings

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After what is described as “intense negotiations” among the commissioners, the Federal Trade Commission (FTC) has unanimously approved a substantial overhaul to the rules governing the documents and information that must be...more

White & Case LLP

Finally, the Final HSR Rules: Key Takeaways for the New HSR Pre-Merger Notification Form

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On October 10, 2024, the US Federal Trade Commission (“FTC”) finalized significant updates to the Hart-Scott-Rodino (“HSR”) Form and Instructions (“New HSR Rules”).   While not as broad as initially proposed last year, the...more

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