WASHINGTON, DC – Today, Congressman Scott Fitzgerald (WI-05), a member of the House Judiciary Subcommittee on the Administrative State, Regulatory Reform, and Antitrust, issued the following statement in response to the Federal Trade Commission’s final rule implementing changes to the premerger notification rules under the Hart-Scott-Rodino (HSR) Act:
“When Congress passed the Merger Filing Fee Modernization Act of 2022 (MFFMA), it did so with an expectation that the FTC would implement changes to premerger notification as Congress intended. Specifically, to decrease the burden on small businesses. Instead, FTC Chair Khan used this as an opportunity to propose a rule that completely contradicted the intent of MFFMA, which would have resulted in increased burdens across all businesses, and disincentivized smaller mergers relative to larger ones.
“Last week, the FTC voted unanimously to finalize the changes to premerger notification. While I remain concerned about the additional burden this rule imposes on merging parties, I commend the work by Republican Commissioners Holyoak and Ferguson to remove many of the proposed rule’s most dangerous provisions, including the collection of labor market information, which has historically not been a standard component of merger enforcement. Additionally, in finalizing the rule, the Commission also voted unanimously to lift its suspension of early termination for mergers that pose no threat to competition, something I’ve advocated for since coming to Congress. Finally, the rule leaves intact the requirement to disclose subsidies from foreign entities of concern, as required through inclusion of my bill, the Foreign Merger Subsidy Disclosure Act, in the MFFMA. This law will enable antitrust regulators to follow the money when countries like China distort markets and harm competition.
“The final product, which I support, demonstrates the importance of having Republican Commissioners at the FTC to push back on Chair Khan’s radical agenda. The unanimous support for removing the most dangerous provisions of the proposed rule also demonstrates that Chair Khan’s antitrust views do not align with the rest of the Commission, or the American people, and provides further evidence for why her term should not be renewed.”
Under the HSR Act, parties to certain mergers and acquisitions are required to submit premerger notification forms that disclose certain information about their proposed deal and business operations. The final rule, submitted to the Federal Register on October 7, 2024, makes changes to the premerger assessment process.
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