On October 10, 2024, the Federal Trade Commission issued new final rules governing the US premerger notification filing process. These rules – the first major overhaul to the Hart-Scott-Rodino (HSR) filing form in the nearly 50-year history of the HSR Act – will fundamentally alter the premerger notification process. While the rules omit some of the more extreme aspects proposed in the 2023 draft rules, they impose substantially more burdens on filing parties than the current filing regime. The changes will have wide-ranging implications for all parties required to notify transactions under the HSR Act.
New Premerger Notification Regime to Fundamentally Change M&A Strategy
By Jon B. Dubrow, Raymond A. Jacobsen, Jr., Lisa P. Rumin, Ryan Tisch, Noah Feldman Greene, Graham Hyman and Reese Poncia on October 16, 2024
Posted In FTC Developments, Mergers & Acquisitions
Jon B. DubrowJon Dubrow is co-head of McDermott’s Antitrust Mergers Focus Group and is a strategic advisor serving clients across a host of inter-related antitrust issues, including mergers and acquisitions (M&A) transactions / merger clearance, counseling and litigation. Jon leads the defense of mergers, acquisitions and joint ventures before the Department of Justice, the Federal Trade Commission and other international competition authorities. He also regularly assists third parties whose interests are adversely affected by proposed transactions. Jon also is experienced in antitrust litigation. He provides counseling on distribution issues, contracting arrangements and a wide variety of other competition-related matters. Read Jon Dubrow's full bio.
Raymond A. Jacobsen, Jr.Raymond (Ray) A. Jacobsen, Jr., advises clients on mergers, acquisitions and complex antitrust litigation. He has significant experience in the defense, medical devices, biotech, consumer product, energy and health care industries. Ray is the global head of McDermott's Antitrust Practice, and also serves on the Management Committee and Executive Committee. Read Raymond A. Jacobsen, Jr.'s full bio.
Lisa P. RuminLisa P. Rumin focuses her practice on antitrust, regulatory and litigation matters. She assists clients across a variety of industries and has represented numerous clients in the healthcare, pharmaceutical, and biotechnology industries. Lisa advises clients on mergers and acquisitions, including obtaining clearance from the Federal Trade Commission (FTC) and Department of Justice (DOJ), as well as counsels clients on issues regarding antitrust compliance, pricing, and distribution. Read Lisa Rumin's full bio here.
Ryan TischRyan Tisch provides strategic antitrust counsel for boards of directors, chief executive officers and key business stakeholders as they maneuver government regulations around the world. He is known for securing approvals for significant mergers facing review in multiple jurisdictions, including some of the largest mergers in the communications, manufacturing, technology, and food and beverage industries. As the digital economy exposes traditional businesses to new competition, clients also turn to Ryan to advise on their evolving business platforms and go-to-market strategies. Read Ryan Tisch's full bio.
Noah Feldman GreeneNoah Feldman Greene focuses his practice on antitrust matters. He assists clients on mergers and acquisitions, including defending transactions before the Federal Trade Commission, Department of Justice, state antitrust authorities and foreign competition authorities. He also assists clients with premerger analysis and notifications under the Hart-Scott-Rodino Act. Additionally, Noah advises on antitrust compliance matters, antitrust litigation and government investigations. Read Noah Feldman Greene's full bio.
Graham HymanGraham Hyman focuses his practice on antitrust matters and competition law. He advises clients on mergers and acquisitions (M&A), including obtaining clearance before the Federal Trade Commission (FTC) and Department of Justice (DOJ), as well as making pre-merger notification filings under the Hart-Scott-Rodino (HSR) Act. He also advises on compliance matters, antitrust litigation and government investigations. Graham counsels clients across a variety of industries, including the aerospace and defense, pharmaceutical, healthcare, consumer products and energy sectors. Additionally, Graham maintains an active pro bono practice. Read Graham Hyman's full bio.
Reese PonciaMarisa (Reese) E. Poncia focuses her practice on antitrust matters and competition law, including antitrust litigation and compliance matters, as well as mergers and acquisitions (M&A) transactions. Read Reese Poncia's full bio.
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