DealLawyers.com Blog

The recent changes to the HSR form create a new document custodian known as the “Supervisory Deal Team Lead” and this excerpt from the transcript of a recent Ropes & Gray podcast notes that the requirement to produce so-called “4C documents” extends to documents prepared by or for this new custodian:

The new rule requires production of all 4C documents, which HSR filers are used to. The current rule covers 4C documents prepared by or for officers or directors, and now, the new rule will expand to a newly minted document custodian called the “supervisory deal team lead,” or otherwise the “SDTL”—we’ll use that for purposes of not having to say “supervisory deal team lead” every time. The SDTL is an individual who functionally leads or coordinates the day-to-day process for the transaction who is not otherwise an officer or director. The purpose of this is reaching down lower into the organization to capture more real time documents that aren’t filtering up to management, so to say.

The SDTL has to be identified in the HSR filing, and will need to sign the form under penalty of perjury.  Since this is the case, the podcast participants noted that identification of this person should be given quite a bit of thought.  The SDTL ideally should be identified in advance and appreciate the scope of the their responsibilities as a document custodian. Fortunately, the podcast participants observed that as a practical matter, it’s often relatively clear who this person should be and that companies have been pretty quickly able to identify a single person who will serve as the SDTL for all of their transactions.

We’re going to our holiday blogging schedule next week and that means absent some earth-shattering developments, this blog won’t be back until after January 1, 2025.  Merry Christmas and Happy Hannukah to those who celebrate, and best wishes to all of our readers for the new year!

– John Jenkins