Dulani Further Examines Changes to Premerger Notification Rules in Bloomberg Law Column

07.21.2023

Stinson LLP Partner Jeetander Dulani authored a guest column for Bloomberg Law, "New FTC Rules Will Increase Time, Complexity, and Cost of Mergers," regarding the proposed changes on merger filings by the Federal Trade Commission (FTC).

Dulani discusses the scope of information required to be submitted and provides insight on how these changes will impact business.

The changes would require "HSR reportable deals to provide expanded or new information across several key areas, including labor market effects." Dulani notes the proposed changes will also bring scrutiny to prior acquisitions, "even those that were not reportable." He also examines how the draft merger review guidelines, released July 19 by the FTC and Department of Justice (DOJ), explain how the agencies will use the additional labor and other information that would be required by the proposed changes to pre-merger filing rules issued June 2023.

"The initial proposal made it clear that labor market effects are enough to block a transaction," Dulani writes. "The new guidelines affirm this position and explain that 'a merger's harm to competition among buyers is not saved by benefits to competition among sellers." Dulani further explains that "at its core, the agencies' position is that negative labor market effects are not offset by other pro-competitive benefits to consumers or competition."

He advises, "With that in mind, parties should work with counsel to undertake their own evaluation of any labor market overlaps and impacts before an HSR filing. If there are any overlaps, all parties should be prepared to answer questions during the requisite 30-day waiting period."

Dulani's practice includes competition disputes, class actions, mergers and acquisitions, government investigations and other complex litigation. He represents clients before the DOJ and FTC in merger and conduct investigations, as well as False Claims Act-related litigation, and he advises on antitrust risk and compliance and on vertical business arrangements. Dulani also maintains a civil liberties appellate practice and advocates for other attorneys to take on similar pro bono, appellate work.

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