AHA urged the Federal Trade Commission to withdraw its proposed changes to the premerger notification rules, form and instructions under the Hart-Scott-Rodino Antitrust Improvements Act, except to the extent they are required to implement the Merger Filing Fee Modernization Act of 2022.
“[T]he proposed changes to the HSR form, if adopted, would impose a substantial burden on filing parties, yet are largely unnecessary to screen transactions for closer review. Moreover, the amended rules would require filing parties to submit more information than the agencies could feasibly review in 30 days,” AHA wrote. “At best, this is an improvident use of staff and taxpayer dollars; at worst, it is an arbitrary and capricious regulation for which the costs vastly outweigh the benefits.”
The FTC “wishes to impose onerous new rules on all filing persons, including hospitals, based on concerns that are valid (if at all) only with respect to a small minority of transactions,” the letter adds. “… If adopted, the proposed amendments are certain to chill hospital merger activity — including transactions that enhance quality, reduce cost, and increase access to care — yet are plainly unnecessary to ensure the agencies have sufficient information during the HSR waiting period.”