Dechert LLP’s antitrust group recently submitted its observations to the United States antitrust agencies regarding their plans to thoroughly reform premerger antitrust filings in line with the Hart-Scott-Rodino (HSR) Act. The act, a vital part of U.S. antitrust law, requires companies to file reports with the Federal Trade Commission (FTC) and Antitrust Division of the U.S. Department of Justice (DOJ) before completing certain mergers, acquisitions, and transfers of securities or assets. The FTC and DOJ are now aiming to adjust the HSR filing necessities to collate an advanced level of data, which they believe will empower the agencies to better evaluate the competitive implications of prospective mergers.
Specifically, the FTC and DOJ are interested in amassing an increased amount of information that allegedly will enable the agencies to better assess the competitive influence of potential corporate restructuring. As a consequence of this, the FTC and DOJ are likely to ask companies to disclose more detailed data during the HSR filing process.
The proposed comprehensive overhaul of the premerger filing requirements has sparked a conversation in the corporate law space. Characterized by its intricacy and possible profound implications for corporations, the amendments to the HSR Act present a salient topic for law firms, M&A advisors, and corporate managers to keep under close watch.
Dechert LLP-opined that this projected expansion in required data collection mandates close scrutiny and encouraged an informed dialogue regarding the proposed changes. Delving deeper into what these revisions might mean for corporations at large, they suggested that the changes could lead to a substantial increase in the burden of reporting for corporations, and potentially slow down the merger or acquisition process.
The proposed changes have not been finalized yet and are currently in the stage of public comments and review. For a more in-depth review of Dechert’s comments and the proposed amendments, please find the full report published on JD Supra here.