DealLawyers.com Blog

With the new HSR form imposing greater burdens on filers, companies may want to consider the advice in this Akerman memo, which outlines steps that companies can take in the ordinary course of business to ease the compliance burden.  This excerpt offers some suggestions on managing and generating information about competitors, customers, and suppliers:

It is recommended that any list or comparison of competitors should include at least four competitors or should include a disclaimer that makes it clear that the competitors are examples and are not intended to be a comprehensive list of competitors.

When preparing an HSR filing for a transaction that involves competitors, the filing parties will be required to provide their top 10 customers. It is helpful to have an updated list of complete names and contact information for these top 10 customers.

Similarly, when preparing an HSR filing for a transaction that involves entities at different points of the same supply chain, the filing parties will be required to provide their top 10 customers and/or top 10 suppliers. It is helpful to have an updated list of complete names and contact information for these top 10 customers and customers.

The memo also has recommendations on data gathering and management practices for information about officers and directors, minority shareholders, prior acquisitions, revenue allocations based on NAICS codes, and plans or reports that analyze market shares, competition, competitors, or markets.

– John Jenkins