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Kate Mitchell-Tombras

Kate Mitchell-Tombras represents clients in complex antitrust and commercial legal matters, including litigation, government investigations, and mergers and acquisitions. Kate also advises clients on competition issues, such as antitrust compliance, internal investigations, and responding to Second Requests.

From 2010-2014, Kate was a trial attorney in the Antitrust Division at the U.S. Department of Justice. While at the Antitrust Division, Kate successfully represented the United States at trial in its challenge of a conspiracy concerning the pricing of e-books and its challenge of a provision in agreements between a credit card network and merchants. Kate also served as chief of staff of the team responsible for the Antitrust Division’s challenge to the merger between U.S. Airways and American Airlines, which ultimately concluded in a settlement. In recognition of her contribution to the e-books and airlines litigations, Kate received the Antitrust Division’s Award of Distinction.

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On October 10, 2024, the federal antitrust agencies finalized the most significant changes to the U.S. merger notification regime since the enactment of the Hart-Scott-Rodino (“HSR”) Act in 1976. The Final Rule—which was issued by the U.S. Federal Trade Commission (“FTC”) with the concurrence of the Antitrust Division of the Department of Justice (“DOJ”) (together, “the Agencies”)—will significantly increase the burden on companies whose transactions must be notified to the Agencies pursuant to the HSR Act.

The Final Rule will become effective 90 days after publication in the Federal Register, meaning that the expanded filing requirements will take effect no earlier than mid-January 2025.

Although the Agencies significantly scaled back the changes they originally proposed in June 2023, the Final Rule will still fundamentally reshape the HSR process. According to the Agencies themselves, filings in most cases will take additional time to prepare and become much more expensive, which could extend deal timelines.

Notable new requirements include:

  • adding a “supervisory deal team lead” to the individuals from whom transaction-specific documents must be collected;
  • requiring production of certain non-transaction specific documents that analyze competitive overlaps relevant to the Transaction that were provided to the CEO (or CEOs of subsidiaries involved in the transaction) or members of the board;
  • submission of narrative descriptions of each strategic rationale for the transaction and of any horizontal overlaps or vertical relationships between the parties; and
  • providing the most recent year’s sales data for each overlapping product or service between the parties.

The FTC vote to issue the Final Rule was unanimous. The FTC and DOJ each issued press releases to accompany the issuance of the Final Rule, FTC Chair Lina M. Khan issued a statement (joined by Commissioners Rebecca Kelly Slaughter and Alvaro Bedoya), and Commissioners Andrew N. Ferguson (here) and Melissa Holyoak (here) each issued a statement as well. Commissioner Holyoak’s statement identifies many of the key differences between the Final Rule and the proposed rule.Continue Reading FTC and DOJ Announce Final Rule Reshaping HSR Filing Requirements