September Antitrust Bulletin - Changes to Premerger Notification and Report Form Proposed

On Aug. 13, 2010, the Federal Trade Commission announced proposed modifications to the Premerger Notification and Report Form that companies must file under the Hart-Scott-Rodino Act when seeking antitrust review of mergers valued in excess of the filing threshold (currently $63.4 million). The proposed changes are designed to streamline the form by eliminating requests for unnecessary information, and focusing on the information most needed by the antitrust agencies in their initial merger review.

The new form, however, will create additional disclosure obligations for some filers, including private equity and other types of investment funds, which may be materially burdensome. For example, there will be new reporting requirements regarding "unincorporated entities" and "associate" entities of the acquiring company. Public comments on the proposed changes will be accepted until Oct. 18, 2010.