New Is Old and Old Is New for HSR Forms

On March 19, the U.S. Court of Appeals for the Fifth Circuit reversed course and denied the Federal Trade Commission’s (FTC) motion for a stay pending appeal of a District Court decision striking down the “new” Hart-Scott-Rodino (HSR) premerger notification form. Merging parties may now use the less burdensome form that was in effect before Feb. 10, 2025, to submit their premerger notifications. The FTC is also accepting submissions using the new form on a voluntary basis in the meantime.

Last month, the U.S. District Court for the Eastern District of Texas vacated the new Hart-Scott-Rodino (HSR) premerger notification form after it went into effect on Feb. 10, 2025. The District Court denied the FTC’s motion for a stay pending appeal. The FTC then filed another motion for stay of the judgment with the Fifth Circuit, which was granted until “further order of [the] court.” Finally, on March 19, the Fifth Circuit denied the FTC’s motion for stay, putting the District Court’s judgment into effect immediately.

Paul Hastings will continue to update clients on this developing area of the law.