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New Proposed HSR Changes and the Impact on Private Equity: Intensified Scrutiny, Increased Reporting Requirements

Navigating the Issues These Changes Present for Fund Managers and Actions to Take Now to Address the Challenges Ahead

Recording of a 90-minute premium CLE video webinar with Q&A

This program is included with the Strafford CLE Pass. Click for more information.
This program is included with the Strafford All-Access Pass. Click for more information.

Conducted on Tuesday, November 21, 2023

Recorded event now available

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This CLE webinar will discuss the proposed changes to the Hart-Scott-Rodino (HSR) form and instructions and their significant impact on private equity firms. The panel will identify key changes the proposed new form would bring, issues and challenges these changes create, and strategies practitioners can take now to address the challenges ahead.


On June 27, 2023, the Federal Trade Commission (FTC) issued a Notice of Proposed Rulemaking to amend the HSR form and instructions. The changes to the HSR Act filing requirements are the first of their kind in over 45 years since the program's inception, and they are likely to have a significant and direct impact on private equity firms and their platform companies.

The changes provide for new disclosure requirements for officers and directors of portfolio companies as well as for limited partners/minority investors at both the fund and portfolio level. Also, private equity firms are likely to be impacted disproportionately by other generally applicable requirements, including the provision of ordinary course agreements, listing more prior acquisitions, and expansion of transaction-related documents.

If implemented, these changes would not only increase the burden on transacting parties to prepare HSR filings but also result in significant new recordkeeping and compliance regimes and impact the ability to timely engage in transactions. Further, the new requirements to disclose partners, minority investors, and key creditors may potentially make it more difficult to secure additional capital, which could ultimately preclude some deals from coming together.

Listen as our authoritative panel analyzes the provisions in the proposed new rules that may have the greatest effect on private equity sponsors and measures attorneys and private equity firms need to take now to prepare for future deals that will be transacted under a version of these new rules.



  1. Overview of the proposed rule changes
  2. Key changes that will directly impact private equity
    1. Overlap narratives
    2. Prior transactions
    3. Provision of documents
    4. Ultimate parent entity information
  3. Other generally applicable provisions that will likely result in more significant reporting requirements for private equity firms
  4. Proactive measures private equity sponsors can take now to prepare for the new rules
  5. Key takeaways


The panel will address these and other key issues:

  • What provisions of the new rules directly target private equity firms?
  • How will other generally applicable rules impact private equity firms?
  • What are the potential implications of the new rules on future deals and transactions?
  • What actions should private equity firms take now in contemplation of the new rules?


Asaad, Danielle
Danielle Asaad

Squire Patton Boggs

Ms. Asaad represents private equity sponsors and corporate clients in connection with acquisitions, minority...  |  Read More

Gordon, Christopher
Christopher Gordon

Squire Patton Boggs

Mr. Gordon’s practice includes handling both civil and criminal litigation matters as well as federal and state...  |  Read More

Solomon, Jesse
Jesse Solomon

Davis Polk & Wardwell

Mr. Solomon routinely represents clients in antitrust investigations of complex, high-profile transactions and in...  |  Read More

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