Preparing the HSR Form Toolkit
This Toolkit includes resources that help counsel prepare Hart-Scott-Rodino (HSR Act) premerger notification and report forms (HSR forms) for parties who must report a transaction under the HSR Act.
The Hart-Scott-Rodino Antitrust Improvements Act of 1976 ( www.practicallaw.com/4-382-3521) (HSR Act) requires that parties to certain transactions submit premerger notification filings, known as HSR forms, to the Federal Trade Commission ( www.practicallaw.com/1-382-3457) (FTC) and the Antitrust Division of the Department of Justice ( www.practicallaw.com/9-382-3397) (DOJ) before the transaction can close. Acquisitions of voting securities, assets, or controlling interests in non-corporate entities, such as partnerships or limited liability companies, including as part of an entity formation, are reportable if:
No exemptions apply (see Practice Note, HSR Act: Exemptions ( www.practicallaw.com/3-524-8565) ).
Certain size thresholds are met, including the size-of-transaction threshold.
Where a transaction is reportable, parties must both:
Submit HSR forms to the FTC and the DOJ.
Observe a statutory waiting period before closing, generally 30 days (see Practice Note, Hart-Scott-Rodino Act: Overview: Waiting Period ( www.practicallaw.com/9-383-6234) ).
This Toolkit is a collection of continuously maintained resources designed to guide counsel for either a buyer or seller through the HSR form preparation process where counsel has determined the transaction must be reported under the HSR Act.
For more information on the HSR Act, see Hart-Scott-Rodino Act Toolkit ( www.practicallaw.com/3-520-9125) .