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ARTICLE · 03 JULY 2023

FTC Proposes Sweeping Changes To Hart-Scott-Rodino Filing Requirements

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On June 27, 2023, the Federal Trade Commission (FTC), with the concurrence of the Department of Justice Antitrust Division, announced a wide range of significant proposed changes...

United StatesCorporate/Commercial Law
Benjamin Dryden
Benjamin Dryden
Richard L. Flannery
Richard L. Flannery
Elizabeth Haas
Elizabeth Haas
Diane Hazel
Diane Hazel
James McKeown
James McKeown
Gregory Neppl
Gregory Neppl
Alan Rutenberg
Alan Rutenberg
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On June 27, 2023, the Federal Trade Commission (FTC), with the concurrence of the Department of Justice Antitrust Division, announced a wide range of significant proposed changes to the Hart-Scott-Rodino (HSR) pre-merger notification and report form. Once finalized, these proposed changes are likely to substantially increase the information that will need to be included in filings for HSR-reportable transactions (e.g., transactions that meet the $111.4 million HSR size-of-transaction test and for which no exemption applies).

The FTC has proposed dozens of discrete changes to the HSR filing requirements, many of which may substantially increase the burdens in terms of time and expense of making an HSR filing. A summary of the most notable proposed changes is below.

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