What Sponsors Need to Know about the Hart-Scott-Rodino (HSR) Rule Changes

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Please join an expert from the Premerger Notification Office (PNO) and our experienced Ropes & Gray team as they discuss the recently-released HSR Rules. The final HSR rules, announced last Thursday by the FTC and DOJ and likely to become effective by mid-August, significantly alter the disclosures required by sponsors in their premerger filings.  The new rules minimize some filing burden by eliminating the need to provide historical revenue information and otherwise streamlining the HSR form, but PE sponsors will face new reporting issues, including:

- Tracking and reporting selected investments of entities under common management (including “sister funds”) under the newly-created “associates” definition;
- Understanding and working within the confines of the new “Item 4(d)”; and
- Communicating with portfolio companies about the overhaul of the form’s revenue reporting mechanics (including a new focus on foreign-manufactured products).

Kathryn E. Walsh from the PNO and seasoned HSR and antitrust practitioners will outline the changes, including the background for such modifications, explain how private equity firms can comply with the new rules while minimizing burden, and discuss broader strategic implications of the changes for deal planning and management in transactions that may be challenging from an antitrust perspective.

You will gain practical guidance on how to work with the new rules, including designing or rethinking existing compliance systems, communicating with portfolio companies about the changes, and better planning for the role of HSR in the deal process.