U.S. Antitrust Agencies Adopt Significant Changes To HSR Filings

The U.S. Federal Trade Commission (FTC) and the Antitrust Division of the U.S. Department of Justice (DOJ) have overhauled the Hart-Scott-Rodino (HSR) premerger notification form to obtain additional information from M&A transaction parties, which the agencies say is necessary to determine which deals require an in-depth antitrust investigation. The new requirements front-load into the HSR filing certain information and materials that have traditionally been requested on a voluntary basis during the initial 30-day waiting period for some strategic transactions. Although the final rule omits several changes initially proposed by the agencies, it represents the most sweeping revision to the HSR process in over 45 years.