Significant Hart-Scott-Rodino Reporting Changes To Take Effect

The Federal Trade Commission ("FTC") and the Antitrust Division of the U.S. Department of Justice ("DOJ") (collectively "the Agencies") have announced a slate of new Hart-Scott-Rodino reporting rules for all filers, with expanded reporting requirements relating to business overlaps in strategic transactions. The new rules take effect in August, and have long been anticipated, though the final version of the rules was published only recently. In response to opposition voiced by the legal and business communities following the initial notice of proposed rulemaking published last August, the final rules scale back in important ways some of what the Agencies were originally seeking.

Parties to certain transactions are required under the Hart-Scott-Rodino Antitrust Improvements Act of 1976 (the "HSR Act" or the "Act") to notify the FTC and the DOJ, and to observe a waiting period prior to closing. The submissions include detailed information about the transaction and the