FTC Amends HSR Rules To Codify "Pull And Refile" And Mandate Withdrawal For Deals That Will Not Proceed

The Federal Trade Commission has voted to finalize a proposed rulemaking codifying the informal "pull and refile" option for parties to a proposed merger that required a Hart-Scott-Rodino (HSR) filing. The new rule also mandates automatic withdrawal of parties' HSR filings where the transaction will not go forward. Despite initial indications that the automatic withdrawal provision might be objectionable to private parties, the FTC received only a single comment and voted 3-1 in favor of the proposed rule without alteration.

As described in a prior alert ( http://www.jonesday.com/antitrust-alert--us-ftc-proposes-amendment-to-hsr-rules-codifies-pull-and-refile-and-mandates-withdrawal-for-deals-that-will-not-proceed-02-14-2013/), the option to "pull and refile" HSR filings has been informally permitted by the FTC's Premerger Notification Office for years. Parties often choose to "pull and refile" to provide the agencies with more time to investigate and in the hope of