Amid Covid-19 Outbreak, FTC Implements Temporary HSR E-Filing System and Suspends Early Termination

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As a result of the COVID-19 (coronavirus) pandemic, the Federal Trade Commission’s Premerger Notification Office (PNO) has announced the implementation of a temporary e-filing system for filing and submission of premerger notification documents under the Hart-Scott-Rodino Act (the “HSR Act"). The HSR Act requires parties to proposed transactions that meet certain transaction size and other thresholds to file premerger notifications forms with the Federal Trade Commission (FTC) and U.S. Department of Justice’s Antitrust Division (DOJ), and to observe a mandatory waiting period prior to closing such transactions. Like the FTC, the DOJ has also switched to electronic filing for submission of antirust filings under the Act. The agencies will no longer accept hard copies of merger notification documents until further notice.

The PNO has further announced that “[w]hile this temporary system is in place, early termination will not be granted for any filing.”

The FTC’s procedure for electronic filings may be found here.

Opinions and conclusions in this post are solely those of the author unless otherwise indicated. The information contained in this blog is general in nature and is not offered and cannot be considered as legal advice for any particular situation. The author has provided the links referenced above for information purposes only and by doing so, does not adopt or incorporate the contents. Any federal tax advice provided in this communication is not intended or written by the author to be used, and cannot be used by the recipient, for the purpose of avoiding penalties which may be imposed on the recipient by the IRS. Please contact the author if you would like to receive written advice in a format which complies with IRS rules and may be relied upon to avoid penalties.

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DISCLAIMER: Because of the generality of this update, the information provided herein may not be applicable in all situations and should not be acted upon without specific legal advice based on particular situations.

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