Expect Delays in Merger Reviews by FTC and DOJ During COVID-19 Restrictions

Under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended (HSR Act), transactions subject to reporting and waiting period requirements (generally, those valued in excess of $94 million) are reviewed by the United States Federal Trade Commission (FTC) and the Department of Justice Antitrust Division (DOJ). The two agencies have 30 days from receipt of an HSR filing to review the materials, investigate and decide whether to issue a second request for documents and information, which imposes an additional waiting period during which the parties to the transaction may not close. In light of both agencies’ response to COVID-19, parties to transactions requiring agency review should expect extensions of the waiting periods and delays in the processing of investigations.

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