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ARTICLE · 14 NOVEMBER 2024

New HSR Form Brings Significant Impact For Deals: A Deep Dive Into What Has Changed

Bass, Berry & Sims PLC
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On October 10, the Federal Trade Commission (FTC) and Department of Justice (DOJ) (the Antitrust Agencies) finalized and released significant updates to the Hart-Scott-Rodino (HSR)...

United StatesAntitrust/Competition Law
Michael G. Dashefsky
Michael G. Dashefsky
Lucas Smith
Lucas Smith
Patrick Zinck
Patrick Zinck

On October 10, the Federal Trade Commission (FTC) and Department of Justice (DOJ) (the Antitrust Agencies) finalized and released significant updates to the Hart-Scott-Rodino (HSR) premerger notification form. The updates are expected to go into effect on February 10, 2025, 90 days after their publication in the Federal Register, which occurred on November 12, 2024.

These changes represent the most sweeping adjustments to HSR reporting requirements in nearly 50 years and will substantially increase the preparation time and expense for parties engaging in notifiable transactions.

Some of the key changes that are examined below in greater detail include:

  • Transaction Rationales and Narrative Descriptions: Parties must provide narratives on the transaction rationale, competition between parties, and supply chain relationships.

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