July Antitrust Bulletin

Important Changes Made to Premerger Notification Requirements

On July 7, 2011, the U.S. Department of Justice (DOJ) and Federal Trade Commission (FTC) announced changes to the Premerger Notification and Report Form that parties must file when seeking antitrust clearance of proposed mergers and acquisitions that meet the requisite thresholds and are not exempt under the Hart-Scott-Rodino Antitrust Improvements Act (HSR). The changes to the HSR form and companion rules will become effective 30 days after notice is published in the Federal Register.

One key change is that acquirers will be required to provide information about associated entities–those commonly managed (but not "controlled") by the same business as the acquirer–under Items 6(c) and 7 of the revised HSR form. New Item 6(c)(iii) requests information about the holdings of associates of the acquirer. New Item 7 requests information about associates of the acquirer that derive revenues in the same