Starting July 27, Washington will be the first state in the nation to implement a uniform antitrust premerger notification law

SEATTLE – Starting July 27, Washington will be the first state in the nation to require companies to file a premerger notification to the Washington Attorney General’s Office at the same time that they file a premerger notification to the federal government under the Hart-Scott-Rodino Act, ensuring the state will have more lead time to analyze mergers for possible anticompetitive effects.

When companies plan acquisitions or mergers of a certain size, they’re required to file a premerger notification to the federal government under the Hart-Scott-Rodino (HSR) Act. Under a new state law, companies based in Washington, or that do a certain amount of relevant sales here, will be required to contemporaneously submit the same notification to the attorney general. There’s no fee for the state notification filing.

The Office of the Attorney General’s Antitrust Division is responsible for enforcing federal and state antitrust laws. Division attorneys and professional staff evaluate mergers to determine if they are likely to create or enhance market power. The Legislature passed SB 5122 earlier this year to make it easier for state antitrust enforcers to be notified in a timely way when companies in Washington are planning mergers or acquisitions that could impact consumers.

“Washington is a trailblazer for the rest of the nation in adopting a premerger notification law,” Attorney General Nick Brown said. “This will allow state antitrust enforcers to protect consumer interests in an even more effective way.”

The premerger notification requirement applies to companies or individuals that:

• Have a principal place of business in Washington state,
• Directly or indirectly, have annual net sales in this state of goods or services involved in the proposed merger transaction of at least 20% of the HSR filing threshold (20% of the 2025 HSR filing threshold is $25.28 million), or
• Are health care providers.

Since 2019, Washington has required premerger notification for acquisitions or mergers involving hospitals, hospital systems, and provider organizations, and that law remains in effect.

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