HSR Final Rule and Implications for Healthcare: Navigating New HSR Pre-Merger Notification Requirements

John Steren, Member of the Firm, co-presents, "HSR Final Rule and Implications for Healthcare: Navigating New HSR Pre-Merger Notification Requirements," for Strafford.

This CLE webinar will guide healthcare counsel on the changing landscape for antitrust in the healthcare sector. The panel will discuss the Federal Trade Commission's (FTC) final rule significantly changing the Hart-Scott-Rodino (HSR) premerger notification report form as well as the premerger notification rules implementing the HSR Act. The panel will discuss what this means for healthcare and will offer best practices for understanding and navigating the changes under the final rule and ensuring compliance.

Description

On Oct. 7, 2024, the Federal Trade Commission (FTC) issued its final rule, changing the premerger notification form and the rules that implement the HSR Act. Parties to an HSR reportable transaction must complete a premerger notification form and provide documentation for the Department of Justice and the FTC to do an initial assessment to determine whether the transaction may violate the antitrust laws.

Under the FTC's final rule, both buyers and sellers will have new requirements, which are expected to increase the length of time it will take to prepare an HSR filing. The new rule has also expanded current requirements, including requiring more documentation on minority shareholders and other corporate relationships. As documents are being prepared, it is important for the parties and their counsel to keep in mind that they will need to provide expanded documentation and care should be taken in preparation.

The healthcare industry continues to see a significant presence of private equity. Under the new reporting requirements, private equity buyers will have additional obligations, including disclosure of the structure of the entities involved in private equity investments.

The new rule will go into effect in early 2025.

Listen as our authoritative panel of antitrust and healthcare attorneys discusses the new HSR final rule and what it means for the healthcare industry. The panel will offer best practices for understanding and navigating the changes under the final rule and ensuring compliance.

Outline

1. Overview of the final rule changes
2. Key changes to the HSR filing requirements
   1. Competitive overlaps
   2. Supply relationships
   3. Foreign subsidies
   4. Ownership structure
   5. Private equity
3. Practical considerations and key takeaways
   1. Increased burden to prepare HSR filings
   2. Deal timelines
   3. Translating foreign language documents
   4. What if your transaction is close to being signed now

Benefits

The panel will review these and other key issues:

• What are the key changes to the HSR filing requirements?
• What are the practical implications for the healthcare industry of this rule change?

For more information and to register, please visit StraffordPub.com.