FTC and DOJ Approve Procedural Changes to HSR Form

The Federal Trade Commission, with the concurrence of the Antitrust Division of the U.S. Department of Justice, has approved changes to the form that companies use to report a proposed merger, acquisition, or similar transaction under the Hart-Scott-Rodino Antitrust Improvements Act.

The Antitrust Act Notification and Report Form (known also as the HSR Form) is designed to provide the FTC and the Antitrust Division of DOJ with the necessary information for an initial evaluation of the potential anticompetitive impact of proposed transactions.

The procedural changes to the HSR Form include: deletion of language that required filers to explain in certain cases how they determined the appropriate fee; an updated “Revised Date” on the bottom of each page of “rev. 01/02/2017”; a reference to 16 C.F.R. § 1.98(a), which lists civil penalty amounts for noncompliance; an updated address for the FTC’s Premerger Notification Office, and an update to the electronic version of the form that reflects these changes.

Enacted by Congress in 1976, the Hart-Scott-Rodino Antitrust Improvements Act gives the federal government the opportunity to investigate and challenge mergers that are likely to harm consumers before injury occurs. The Commission vote to authorize ministerial changes to the HSR Form was 2-0.

A notice in the Federal Register provides more information. (FTC File No P859910; the staff contact is Robert L. Jones, 202-326-2740)

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