FTC Approves Fiscal Year 2019 Hart-Scott-Rodino Premerger Notification Report

The Federal Trade Commission and the Justice Department’s Antitrust Division released the agencies’ 42nd Annual Hart-Scott-Rodino Report. The report provides HSR Premerger Notification data for fiscal year 2019. Under the HSR Premerger Notification Program, companies report some proposed mergers and acquisitions to the government before they occur, and the agencies identify and challenge those transactions that […]

FTC to Resume Processing HSR Early Termination Requests on March 30

The Federal Trade Commission, in partnership with the Department of Justice’s Antitrust Division, will resume the practice of granting early termination of the HSR Act’s waiting periods when both agencies have determined that no enforcement action will be taken during the waiting period, the agency announced in a blog posted today. On March 13, as […]

Premerger Notification Office Implements Temporary e-Filing System

Due to the developing COVID-19 coronavirus pandemic, and consistent with guidance from the Office of Personnel Management, the Premerger Notification Office (PNO) will implement a temporary e-filing system. During this emergency, all filings must be submitted via this system, and all hard copy and DVD submissions will be suspended. Key facts are as follows: The […]

FTC Announces Annual Update of Size of Transaction Thresholds for Premerger Notification Filings and Interlocking Directorates

For 2020, the size-of-transaction threshold for reporting proposed mergers and acquisitions under Section 7A of the Clayton Act will adjust from $90 million to $94 million. Also, the 2020 thresholds under Section 8 of the Act that trigger prohibitions on certain interlocking memberships on corporate boards of directors are $38,204,000 for Section 8(a)(l ) and […]

FTC and DOJ Approve Procedural Amendments to HSR Rules for Foreign Entities

The Federal Trade Commission, with the concurrence of the Antitrust Division of the U.S. Department of Justice, has published in the Federal Register proposed amendments that clarify whether a transaction is exempt from premerger notification under the Hart-Scott-Rodino Act because the entity involved is foreign. Determining whether an entity is a foreign person or issuer […]

FTC Approves Fiscal Year 2018 Hart-Scott-Rodino Premerger Notification Report

The Federal Trade Commission and the Justice Department’s Antitrust Division released the agencies’ 41st Annual Hart-Scott-Rodino Report. The report provides HSR Premerger Notification data for fiscal year 2018. Under the HSR Premerger Notification Program, companies report some proposed mergers and acquisitions to the government before they occur, and the agencies identify and challenge those transactions […]

Three Third Point Funds Agree to Pay $609,810 in Civil Penalties for Violating the Hart-Scott-Rodino Act

Investment advisor Third Point LLC and three funds that it controls have agreed to settle Federal Trade Commission charges that the funds violated the premerger notification and waiting period requirements of the Hart-Scott-Rodino Act, or HSR Act, after they acquired the voting securities of DowDuPont Inc. The FTC alleges that on Aug. 31, 2017, the […]

FTC and DOJ Approve Procedural Changes to HSR Rules and Form

The Federal Trade Commission, with the concurrence of the Antitrust Division of the U.S. Department of Justice, has approved amendments to the Hart-Scott-Rodino Rules and to the instructions for filling out the Antitrust Act Notification and Report Form (known also as the HSR Form). Companies use the HSR Form to report a proposed merger, acquisition, […]

Canon Inc., Toshiba Corporation Agree to Pay $5 Million for Violating Federal Antitrust Laws

Canon Inc. and Toshiba Corporation have agreed to settle Federal Trade Commission charges that the companies violated the premerger notification and waiting period requirements of the Hart-Scott-Rodino Act, or HSR Act, when Canon acquired Toshiba Medical Systems Corporation from Toshiba in 2016. The companies will pay $2.5 million each to settle the charges. The settlement […]

FTC and DOJ Approve Procedural Changes to HSR Form Instructions

The Federal Trade Commission, with the concurrence of the Antitrust Division of the U.S. Department of Justice, has approved amendments to the Hart-Scott-Rodino Premerger Notification Rules and to the instructions for filling out the form that companies use to report a proposed merger, acquisition, or similar transaction under the Hart-Scott-Rodino Antitrust Improvements Act. The Premerger […]