On July 7, 2011, the Federal Trade Commission (“FTC”) and the Antitrust Division of the Department of Justice (“DOJ”) announced revisions to the premerger notification rules under the Hart-Scott- Rodino (“HSR”) Act. The revisions to the HSR Notification and Report Form (the “HSR form”) are both substantive and ministerial, and come after a public comment period on the proposed changes. In a joint press release, the Agencies said that the changes were made to streamline the HSR form and reduce the filing burden on parties seeking antitrust clearance for proposed mergers and acquisitions. The press release regarding the changes is available here. The text of the Federal Register notice outlining the changes and the new form is available here.

The HSR Act requires that parties to certain mergers or acquisitions notify the Agencies before consummating the transaction. The filing requirements apply to acquisitions of voting securities, non- Corporate interests (e.g., LLC or partnership interests) or assets, where U.S. commerce is affected by the transaction, and where the transaction meets certain size-of-transaction and size-of-person thresholds.

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