FTC Proposes Changes to Premerger Notification Requirements
The FTC proposed amendments to (i) the premerger notification rules that implement the Hart-Scott-Rodino Antitrust Improvements Act and (ii) the Premerger Notification and Report Form and Instructions. The proposed changes would "redesign" the premerger notification process and are intended to improve the "efficiency and effectiveness" of the initial review process for certain mergers and acquisitions. The proposed changes would also implement the Merger Filing Fee Modernization Act of 2022.
The key changes include:
- Reorganization of information: Restructuring current requirements in antitrust filings to assist in the identification of transactions that may pose competition concerns during the 30-day waiting period.
- Additional critical information: Requiring additional information that is useful for the agencies' initial review, helping to narrow the scope of investigations and potentially reducing the need for more extensive scrutiny.
- Implementation of the Merger Filing Fee Modernization Act: Ensuring compliance with the new fee collection requirements.
- Explanatory and ministerial changes: Changing rules and instructions.
The proposal was published in the Federal Register and comments are due by August 28, 2023.
A Fried Frank memorandum on the proposed rule is forthcoming.