FTC And DOJ Propose Sweeping Changes To HSR Notification Form: Convergence And Intensifying Idiosyncrasy

For the first time in 45 years, the Federal Trade Commission (FTC) and the Antitrust Division of the US Department of Justice (DOJ) proposed on June 27, 2023, a massive overhaulof the Hart-Scott-Rodino Act (HSR) pre-merger filing form. Since the HSR Act introduced the US system of pre-merger notifications in 1976, the HSR form has been straightforward, calling for relatively little information. That contrasts with the notification regimes in many other leading jurisdictions - including the European Union and China - that require copious substantive information, such as detailed information regarding competition in relevant markets where the parties proposing to merge have a horizontal or vertical relationship. While the form itself is straightforward, the US HSR notification process requires an often-substantial document submission - including Item 4(c) and 4(d) documents, which include certain documents evaluating or analyzing the competitive effects of the