COVID-19 - Guidance for Filing Parties

Updated: 9/15/21

Due to the COVID-19 pandemic, until further notice, the Premerger Notification Office (PNO) will continue to operate under a temporary e-filing system for the submission of HSR filings. All HSR filings are required to be submitted electronically via Accellion to the Agencies. 

The procedure operates as follows:

  • To submit an HSR filing via Accellion, click here and fill out the online form. Make sure to add identifying information to the Message field as instructed. Click on the paperclip icon to add files. DO NOT click on the paperclip/folder icon, as that will zip your files. Hit send to submit the filing to both the PNO and DOJ. This can be done at any time, although any filings received by the Agencies after 5PM will be considered as submitted on the next business day. If you are a first time filer, you will need to set up an Accellion account before you can use the online form. Follow the instructions below.
  • If filing for the very first time using Accellion, you must email Premerger@ftc.gov and request a link. Please use “Request for HSR Filing Link” in the subject line of the email. The person requesting the link does not have to be the Item 1(g) contact attorney.

    Requested links will expire. Please DO NOT request a link to submit a filing until you are ready to file. Once you have your link, you may submit a filing at any time, day or night. Filings received by the PNO after 5PM will be designated as received on the next business day. You may only submit one filing per link.

    Filers will receive an email from the FTC requesting a file. The email will contain a link that will load a form. (For first time users, you will be prompted to select a password.)

    After you have filed once, you will be able to use the new online form. Please do not request a link if you can use the online form.

  • If your filing has more than fifty total documents, break each submission into fifty documents or less. When filing, identify the related submissions in the Message field by following the naming convention below, but adding “1 of 2”, “2 of 2”, etc.
  • Please identify the transaction in the Message field of the Accellion form as follows: “Attorney - Parties – A or B – Date” where A is if you are filing for the Acquiring person, and B is if you are filing for the Acquired person. So, for example: “JONES – SmithCo-Jefferson Inc. – A – 09-19-21”.
  • All submitted documents must be named according to the conventions below. Failure to do so may result in a delay in processing the filing.

    0_Affidavit.pdf
    0_Certification.pdf
    0_Cover Letter.pdf
    0_Form.pdf
    Attachments, based on Item number:
    3b-1…3b-2, etc. - for example, 3b-1 Agreement
    4b-1…4b-2, etc. - for example, 4b-1 XYZ Co. 2014 Annual Report
    4c-1…4c-2, etc. - for example, 4c-1 Board Presentation
    4d-1…4d-2, etc. - for example, 4d-1 CIM; 4d-2 Financial Analysis

  • Each document submitted with the Form should be marked on the first page with the following information:  (1) the name of the filing person; (2) the Item to which the document responds and the order of this document (e.g., 4(d)-1, 4(d)-2, 4(d)-3); and (3) the date of the Form.  Filers must also indicate the Item to which each attachment applies (Item 3(b),4(c), etc.) in the description of the document within the Form.

  • All submitted documents must be a separate, searchable PDF or MS Excel file. No other formats are acceptable. The files may not contain password or other permission requirements and must be virus and malware free.
  • Submitted PDFs must have searchable, grab-able text. That is, the PNO and DOJ must be able to search the document, and select, copy and paste text from the PDF directly into the Premerger database. Text in a PDF that’s obtained from a scanned image file may not be able to be selected and copied, resulting in a longer processing time by the PNO and potentially delaying our review.
  • When naming the PDF documents for submission, please keep the file names descriptive, but short. For example, instead of naming a document “4c-1 September 2019 Confidential Information Presentation Project Persephone”, a shorter name like “4c-1 September 2019 CIM” works better.
  • DO NOT submit zip files.
  • During the duration of this emergency, wet-ink signatures or e-signatures are acceptable for certifications and affidavits.  If wet-ink signatures are obtained, scanned copies in PDF format are sufficient for submission and originals should be held pending further guidance from the PNO.  S-signatures, digitally captured handwritten signatures, and electronically generated signature images are all acceptable e-signature formats.
  • Filers will add all the HSR filing docs to the Form and when ready, hit Send.
  • Be patient while uploading files and wait to receive confirmation from Accellion that it’s been completed. Do not email the PNO before receiving confirmation.
  • The documents will be uploaded to the cloud and sent simultaneously to the FTC and DOJ premerger offices.
  • After you submit your HSR filing, you can track the submission and confirm whether or not your files have been downloaded by the Agencies. To do so, once you’ve sent in your filing, go into your SENT folder in Kiteworks Accellion. Open the submission email and you will see a Track button on the top menu bar. Click that button for tracking information.
  • Withdraw/refile letters should be submitted as normal via email.

PNO and DOJ review of filings will continue as normal. You should receive notification of your waiting period within a day or two.

If your filing is deficient, PNO staff will contact you to coordinate the submission of additional or amended materials. In general, the submission of a page or two will generally be permitted by email. If you need to submit more than a page or two, you will need to use Accellion and PNO staff will be in touch as necessary.

Filing parties WILL NOT be asked to submit hard copies or DVDs of filings made using the temporary e-filing system. Parties are responsible for keeping their own copies for their records. The PNO is not able to provide copies.

The PNO will continue to answer questions via email. If you have questions about the rules or structuring a potential filing, contact HSRHelp@ftc.gov. If you have a question about your submitted filing or to request a link, contact Premerger@ftc.gov.