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ARTICLE · 13 JULY 2023

Antitrust Agencies' Proposed Changes To The HSR Form Will Dramatically Increase The Burden On Filers

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For the first time in nearly 45 years, the Federal Trade Commission (FTC), with support from the Antitrust Division of the Department of Justice (DOJ) (collectively, the "Agencies")...

United StatesAntitrust/Competition Law
Corey W. Roush
Corey W. Roush
Gorav Jindal
Gorav Jindal
Brian Rafkin
Brian Rafkin
Mitchell E. Khader
Mitchell E. Khader
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Key Points

  • For the first time in nearly 45 years, the Federal Trade Commission (FTC), with support from the Antitrust Division of the Department of Justice (DOJ) (collectively, the "Agencies"), proposed a complete redesign of the Premerger Notification and Report Form (the "HSR Form"), which, if made final, would dramatically expand the scope of information required of all filing parties. Some of the most significant changes include:
    • Broadening the scope of documents required by (1) requiring draft competitive analyses of the transaction (so-called "Item 4" documents), (2) expanding the scope of individuals to be searched to deal team leads and (3) requiring ordinary course business plans seen by the executive team and all reports discussing competition provided to the board of directors.

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