MFA Urges FTC to Withdraw Proposed Premerger Notification Requirements

The Managed Funds Association ("MFA") urged FTC to withdraw its proposed amendments to "redesign" the premerger notification process (see previous coverage).

In comments on the proposed rulemaking, MFA argued that a "one size fits all" approach to notification will result in "damaging consequences" for the capital markets. MFA said that contrary to FTC's goal, the proposal will require parties to submit "substantially more information" during the initial review of a Hart-Scott-Rodino Act ("HSR") filing which will make the process "less efficient and effective." MFA argued that the proposed amendment would tax pro-competitive conduct, reduce the effectiveness of capital markets and increase the amount of paperwork to be reviewed by agency staff for "thousands of transactions of no competition interest."

MFA asked that FTC reduce the burden on filing parties by (i) not imposing additional disclosure requirements for acquisition of 10 percent or less of the voting securities of an issuer or for filers whose transactions "almost never present competitive issues," (ii) eliminating the requirement to submit narrative accounts for transactions of non-controlling equity stakes and (iii) eliminating the request for information regarding worker safety and the requirement that filers provide drafts of responsive transaction-related documents.