Merger Modifications

DOJ and FTC Announce Temporary Modifications to Certain Filing and other Procedures under the Hart, Scott Rodino Act (“HSR Act”) For Pendency of COVID-19 Event

Written By Anthony Adler

On March 13, 2020, the Federal Trade Commission (“FTC”) and the Department of Justice (“DOJ”) announced that they have adopted a series of temporary changes to their civil merger investigation processes, which will remain in place during the pendency of the Coronavirus (COVID-19) event.  These changes will ensure that the DOJ and FTC will be able to continue operations as their employees carry out their duties under a mass telework directive in accordance with health guidance from the CDC, WHO, and other health authorities. These temporary measures include the following:

Early terminations under the HSR Act have been temporarily suspended.

The DOJ will allow and the FTC will only accept electronic HSR Act filings during the pendency of the COVID-19 pandemic.

The DOJ also announced that during the pendency of this pandemic:

  • For mergers currently pending or that may be proposed, the DOJ’s Antitrust Division requests from merging parties an additional 30 days to timing agreements to complete its review of transactions after the parties have complied with document requests.  If circumstances require, the Division may revisit its timing agreements with merging parties in light of further developments.
  • The Antitrust Division will conduct all meetings by phone or video conference (where possible), absent extenuating circumstances.
  • All scheduled depositions temporarily will be postponed and will be rescheduled using secure videoconferencing capabilities.

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