Your company is evaluating an acquisition target, or you are preparing for a sale process. Hart-Scott-Rodino filing requirements determine whether the deal needs federal antitrust review, and recent changes to HSR thresholds and the HSR form itself affect how you prepare. A federal court struck down the FTC's expanded HSR form in 2025, creating uncertainty about what information acquirers need to submit.
On the financial structuring side, the stock buyback excise tax (Section 4501) now has final regulations. These affect deal structures involving share repurchases, take-private transactions, and leveraged buyouts. Understanding the exclusions and calculation methods matters for anyone structuring a transaction.
This collection covers the regulatory and tax developments that directly affect M&A deal execution, timing, and structure.
A federal court struck down the FTC's expanded HSR merger disclosure form on February 12. The old form, used for 46 years, goes back into effect as early as February 20. Here's what deal teams need to know.
IRS final regulations dramatically narrow the 1% stock buyback excise tax. LBOs, reorganizations, and preferred stock excluded. Companies that overpaid under prior guidance can file refund claims now.
The FTC just raised HSR filing fees to $2.46 million for the largest deals. But if you file before February 17, you pay the old rates. Here's how the timing rules work and what it means for your next transaction.
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