While many of these changes are expected to flatten the curve in response to the COVID 19 pandemic, they will also affect the timing and completion of ongoing and future merger reviews. Parties should consider the extra time required to address these changes, and Pillsbury`s experienced advisory team would like to advise you on the impact on your transaction. The new DOJ directive specifies that, for mergers subject to a second application and a negotiated timetable, it will require the contracting parties to agree to delay the conclusion by an additional 30 days so that they can complete their investigation before making an enforcement decision.  After the Hart-Scott-Rodino Antitrust Improvements Act of 1976 (“HSR Act”), when the Agency issues a second application – usually a small percentage (2-4%) For all transactions subject to HSR reporting, the parties must defer the transaction to 30 days (or 10 days in the event of a cash offer or bankruptcy) after the parties meet the second request to a large extent. Following the second request, agencies will generally ask the parties to enter into a time agreement in which the parties agree not to complete the transaction for a period after the expiry of the HSR waiting period. According to the doJ`s latest Model Timing Agreement, this period is usually 60 days or less.  However, as part of this temporary change to the process, DOJ will require an additional 30 days, or up to 90 days in total, after the parties have complied with their second requests. The DOJ cautioned against further revision of existing time agreements in the future, as the situation evolves. Clients who have made transactions subject to a second request from one of the two agencies should be prepared for an expanded review and an extension request under an existing or pending time agreement. Operations subject to HSR declaration, for which no second applications are made, may also be delayed, as the FTC has suspended the granting of early termination. The FTC`s announcement does not change its approach to time agreements, but cautions that it is conducting a “thorough review” of its investigations and litigation to see if there is a need to amend time agreements.  As in the case of DOJ, the parties should expect that transactions under investigation on the FTC`s second application will be subject to requests delaying the financial statements. New York Eric J.
Stock (212-351-2301, firstname.lastname@example.org) Lawrence J. Double (212-351-2625, email@example.com)  DOJ, Model Timing Agreement, www.justice.gov/atr/page/file/1111336/download. Pillsbury`s experienced crisis management experts closely monitor the global threat of COVID-19, capturing the company`s expertise in supply chain management, insurance law, cybersecurity, labour law, corporate law and other areas to provide critical guidance to clients in an urgent and rapidly changing situation.