The U.S. Department of Justice’s Antitrust Division announced on July 23, 2026 that it has returned to implementing targeted “Second Request” investigations to expedite merger review under the Hart-Scott-Rodino Antitrust Improvements Act. The Division simultaneously published a model timing agreement in connection with the announcement (Press Release No. 26-836).
What a Second Request is
Under the HSR Act, mergers or acquisitions above certain size thresholds must be notified to the Federal Trade Commission and the Antitrust Division prior to consummation. The FTC or the Division may require the merging parties to submit additional information and documents relevant to the proposed transaction — generally referred to as a “Second Request.” Historically, the Division used targeted Second Request investigations to reduce administrative burden and focus government resources on the specific aspects of proposed transactions that raise competitive concerns.
How the targeted process works
Under a targeted Second Request investigation, the Division and the merging parties enter into a timing agreement that prioritizes the submission of certain information and documents called for by the Second Request that could resolve the Division’s questions prior to full compliance. In exchange, the Division benefits from receiving information and documents on an efficient schedule with greater certainty on the timing of key milestones. After reviewing priority information and analyzing potential competitive concerns, the Division may close its investigation, modify the Second Request, or require full compliance. The Division stated it will continue to require full compliance where broader information is necessary to reach an enforcement decision.
Official statement
Associate Attorney General Stanley E. Woodward Jr. said: “This Department of Justice is working to eliminate bureaucratic burdens while still preserving the integrity of Second Request investigations, which are aimed at protecting American consumers and affordability. A more targeted process strengthens the Department’s ability to appropriately enforce antitrust laws through focusing its review. This change will allow for quicker and more efficient review of proposed transactions; more effective use of taxpayer resources; and above all, helps the Department do its job to safeguard a competitive marketplace while keeping America open for business.”
Source: U.S. Department of Justice, Office of Public Affairs