The US FTC and DoJ propose sweeping changes to the premerger notification form and associated instructions, as well as to the rules implementing the Hart-Scott-Rodino Act

On June 27, 2023, the U.S. Federal Trade Commission (“FTC”), with the concurrence of the Antitrust Division of the Department of Justice (“DOJ”) (together, “the Agencies”), issued a Notice of Proposed Rulemaking (the “Notice”) that proposes extensive changes to the Hart-Scott-Rodino (“HSR”) Act premerger notification form and associated instructions, as well as to the rules implementing the Act. The proposed changes represent the most significant revisions to the requirements that HSR filing persons must satisfy in the nearly 50 years since the inception of the HSR notification process. If the changes proposed by the Agencies are enacted—changes which the Agencies intend to apply to all reportable acquisitions, regardless of size or whether the acquisition raises competition