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ARTICLE · 07 JULY 2023

FTC And DOJ Propose Major Changes To HSR Form And Disclosure

Goodwin Procter LLP
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On June 27, 2023, the U.S. Federal Trade Commission ("FTC") and Antitrust Division of the U.S. Department of Justice ("DOJ") announced a Notice of Proposed Rulemaking regarding the Hart-Scott-Rodino ("HSR")...

United StatesAntitrust/Competition Law
Arman Oruc
Arman Oruc
Paul S. Jin
Paul S. Jin
Andrew Lacy
Andrew Lacy
John Goheen
John Goheen
Simone Waterbury
Simone Waterbury
Elliot Silver
Elliot Silver

On June 27, 2023, the U.S. Federal Trade Commission ("FTC") and Antitrust Division of the U.S. Department of Justice ("DOJ") announced a Notice of Proposed Rulemaking regarding the Hart-Scott-Rodino ("HSR") Premerger Notification Form ("HSR Form") and Instructions that, if implemented, will dramatically revise the information required for an HSR filing and, as a result, significantly increase the associated burden and time to make such filings. 1 Citing soaring deal volume and the increased complexity of modern M&A transactions, both with respect to deal structure and potential competition issues raised by deals, the three sitting Commissioners of the FTC announced the proposed rulemaking as the first "top-to bottom review" of the HSR Form in 45 years. 2

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