Extreme Makeover: US Merger Notification Edition

The Biden Administration's effort to radically revamp US merger control continues with sweeping changes to the US premerger notification form. As proposed by the Federal Trade Commission and Department of Justice's Antitrust Division, the new form will significantly impact all types of reportable transactions. Parties will be required to submit substantially more information, including additional data, many more documents, and detailed narratives on the competitive effect of the transaction. Changes to the document requirements will also impact standard filing practices, such as the ability to file on a bare bones letter of intent.

While clearance in no issues transactions today can be expected within 5 to 6 weeks after signing, the proposed changes would upend that timeline. Preparation will likely take significantly longer, and Parties may also have more back-and-forth with the FTC about the contents of the filing before the waiting period starts. Parties will