Hart-Scott-Rodino: 2011 Amendments to the Rules, Forms and Instructions
Navigating Complex Regulatory Requirements For Premerger Notifications
FTC's HSR amendments released July 7, increase many filers' reporting demands
Recording of a 90-minute CLE webinar with Q&A
This CLE course will review the major changes to the Hart-Scott-Rodino (HSR) Premerger Notification Rules, Form and Instructions—and will discuss how those revisions will impact HSR and merger and acquisition advice from counsel on the new regulatory obligations for clients.
Outline
- Revisions expected to increase time to prepare and file HSR
- Changes to rules governing documents that must be collected, reviewed and submitted with the HSR Form
- Additional information required from entities under common management (“Associates”)
- Changes in NAICS information that must be tracked and reported by firms with foreign manufacturing operations
- Additional changes that will have less of an impact on timing
- Changes that will simplify HSR reporting
- Elimination of the “base year” for NAICS reporting
- Elimination of requirement to list/link SEC filings
- Best practices for potential HSR filing parties
- Repeat filers
- Private investment groups
- Foreign manufacturing facilities
- Electronic searches
Benefits
The panel will review these and other key questions:
- What are the most significant changes to the HSR Premerger Notification and Report Form and Instructions?
- What practical tips should guide HSR counsel in completing the Notification and Report Form, submitting the filing fee, and completing the filing?
- How will the revisions affect completion of the filing?
- What additional responsibilities will HSR counsel need to make their clients aware of?
Following the speaker presentations, you'll have an opportunity to get answers to your specific questions during the interactive Q&A.
Faculty
Kathryn E. Walsh
Attorney
Federal Trade Commission, Premerger Notification Office of the Bureau of Competition
She works with the Hart-Scott-Rodino (HSR) statute, as well as its implementing rules, and reviews premerger... | Read More
She works with the Hart-Scott-Rodino (HSR) statute, as well as its implementing rules, and reviews premerger notification filings. Before joining the FTC in 2007, she was in private practice, where she focused on issues related to premerger notification filings in the U.S. and around the world.
CloseKaren Berg
Staff Attorney
Federal Trade Commission, Premerger Notification Office of the Bureau of Competition,
She started at the FTC in the Bureau of Competition's Anticompetitive Practices division, before moving to the... | Read More
She started at the FTC in the Bureau of Competition's Anticompetitive Practices division, before moving to the Premerger Notification Office in 1999. There she works on HSR review and rulemakings, and serves as back up Clearance Officer for the Bureau. Since 2000 she has also been the Bureau’s liaison to the State Attorneys General for antitrust matters.
CloseEllen M. Jakovic
Partner
Kirkland & Ellis
She advises clients on the antitrust aspects of complex mergers, acquisitions and joint ventures, and has particular... | Read More
She advises clients on the antitrust aspects of complex mergers, acquisitions and joint ventures, and has particular experience with the Hart-Scott-Rodino antitrust pre-acquisition reporting requirements. She has secured antitrust clearance from the US Department of Justice, the Federal Trade Commission, and/or foreign merger control authorities for transactions in a variety of industries.
CloseMary K. Marks
Special Counsel
Schulte Roth & Zabel
She practices in the areas of antitrust and competition counseling, with a focus on complying with and obtaining... | Read More
She practices in the areas of antitrust and competition counseling, with a focus on complying with and obtaining clearance under the Hart-Scott-Rodino Act and global merger control and foreign investment laws for U.S. and multinational acquisitions, divestitures and joint ventures. She advises transaction parties with respect to permissible pre-clearance and pre-closing activities.
CloseBruce Prager
Partner
Latham & Watkins
He has a wide-ranging international antitrust counseling and litigation practice, concentrating on merger, acquisition... | Read More
He has a wide-ranging international antitrust counseling and litigation practice, concentrating on merger, acquisition and joint venture antitrust issues, including premerger requirements of the Hart-Scott-Rodino Antitrust Improvements Act. He is an author and active speaker on a broad range of antitrust topics and has held numerous leadership positions in the Antitrust Section of the ABA.
CloseSteven J. Cernak
General Motors Company
He practiced antitrust and trade regulation law for GM since 1989 and serves as lead competition law counsel for GM... | Read More
He practiced antitrust and trade regulation law for GM since 1989 and serves as lead competition law counsel for GM globally and lead counsel for GM’s Service Operations in the U.S. He has written and lectured in the U.S. and Canada on various antitrust topics including premerger notification programs of the U.S. and other countries and other international pricing and competition law issues.
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