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Hart-Scott-Rodino Basics


Level: Intermediate
Runtime: 62 minutes
Recorded Date: February 08, 2018
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Agenda

12:00 pm - 1:00 pm
  • The Basics
  • Size of Person, Size of Transaction, Control
  • Exemptions
  • Common Exemptions Under the HSR Act
  • Preparing the HSR Filing
  • How to Ensure Efficient Review by the Premerger Notification Office
Runtime: 1 hour
Recorded: February 8, 2018

Description

Join our distinguished panelists as they discuss the Hart-Scott-Rodino Act.

This seminar will be useful for junior practitioners to hone their HSR skills; more seasoned practitioners to refresh their knowledge, and anyone who'd like to ensure their filings move through the PNO’s review as efficiently as possible.

Specifically, our panelists will:
  • Introduce the types of acquisitions the HSR Act and Rules cover, as well as some key terminology
  • Highlight recent adjustments in informal interpretations
  • Provide some practical tips on completing the notification and report form, and submitting the filing fee
  • Offer important tips on how the Premerger Notification Office prefers to receive filings
This program was recorded on February 8th, 2018.

Provided By

American Bar Association
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Panelists

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Rita Sinkfield Belin

Counsel
Skadden, Arps, Slate, Meagher & Flom LLP

Ms. Belin works closely with clients to develop and execute an efficient, compliant and complete filing strategy that ultimately receives federal clearance. Representing a broad array of industries throughout the world, her clients have included Advanced Medical Optics, Inc.; Aioi Insurance Company Limited; American Express Company; Apple, Inc.; Ball Corporation; BlackRock, Inc.; Bear Stearns; Broadcom Corporation; CEMEX, S.A.B. de C.V.; CF Industries, Inc.; Citigroup Inc.; Doughty Hanson; EMC Corporation; Express Scripts, Inc.; Fresenius SE; J. C. Penney Company, Inc.; Knight Capital Group, Inc.; McKesson Corporation; M&F Worldwide Corp.; Novell, Inc.; Oaktree/Pierre Foods, Inc.; OAO Severstal; O’Reilly Automotive, Inc.; SanDisk Corporation; Sekisui Chemical Company; Stryker Corporation; TOMY Corporation; UST Inc.; The Veritas Capital Fund IV; Wm. Wrigley Jr. Company; and Yahoo! Inc.

In addition, Ms. Belin assists with updating the leading treatise on the HSR rules and applications, Acquisitions Under the Hart-Scott-Rodino Antitrust Improvements Act. She also serves as a member of the editorial board for the Antitrust Source, which is the online antitrust publication for the Antitrust Law Section of the American Bar Association. Ms. Belin is a member of several bar associations, including the American Bar Association and the National Bar Association. She also co-writes the firm’s client materials regarding regulatory developments in the HSR legal community.

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Diana Gillis

Of Counsel
Orrick, Herrington & Sutcliffe LLP

Diana focuses her practice on antitrust law, specializing in Hart-Scott-Rodino (HSR) Act pre-merger notification compliance and counseling. Her experience includes advising clients on issues of reportability and interpretations of the HSR Act and regulations.

Prior to joining the firm, Diana was an attorney with the Premerger Notification Office with the U.S. Federal Trade Commission, where she concentrated on HSR notification compliance and review. In 2015, Diana received the Federal Trade Commission's Stephen Nye Award which is given annually for outstanding service by a junior FTC attorney.

Prior to the Federal Trade Commission, Diana was an antitrust associate at Akin Gump Strauss Hauer & Feld LLP's Washington, D.C., office.

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Brent Justus

Partner
McGuireWoods LLP

Brent focuses his practice on antitrust and trade regulation, class action litigation, and complex commercial litigation. He has litigated matters in federal courts throughout the United States and has handled cases under virtually every aspect of the antitrust laws including monopolization, price fixing, vertical conspiracies, boycotts, and price discrimination, as well as a number of state antitrust and unfair competition statutes. Brent also has successfully represented both corporate clients and individuals located throughout the world in criminal antitrust cartel cases in the United States and Canada. His practice has included representation of clients before the U.S. Department of Justice, Federal Trade Commission, the Canadian Competition Bureau, and the European Commission Directorate General for Competition.

In addition, Brent has worked extensively on merger investigations involving both domestic and European companies, has supervised the preparation of hundreds of Hart-Scott-Rodino premerger notification filings, and obtained dismissal in federal district court of an FTC lawsuit seeking to enjoin a natural gas utility merger.

Brent serves as the co-chair of the Cartel and Criminal Practice Committee of the ABA’s Antitrust Section and also serves on the Board of the Business Law Section of the Virginia State Bar. He is also an editor of the three-volume State Antitrust Practice and Statutes (Fifth) published by the ABA Antitrust Section, and is a past chair of the Antitrust Section of the Virginia State Bar.

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Mary K. Marks

Counsel
Davis Polk & Wardwell LLP

Ms. Marks is counsel in Davis Polk’s Litigation Department. Her practice focuses on analyzing U.S. and multinational transactions and obtaining clearance under the Hart-Scott-Rodino Act and global merger control laws. She also counsels clients with respect to inadvertent failures to file under the HSR Act.


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