State-Level Merger Scrutiny Grows: Washington, Colorado Lead Expansion of State Premerger Notification Laws

In this contribution to the Antitrust Advocate post, authors Thomas E. Hogan, Aleksey Pricinovskis & Jeffrey E. Liskov (BakerHostetler) explore the recent adoption of the Uniform Antitrust Pre-Merger Notification Act by Washington state, which takes effect on July 27. The new law requires businesses or individuals filing a federal Hart-Scott-Rodino (HSR) premerger notification to simultaneously submit a copy to the Washington Attorney General’s Office under certain conditions—such as having a principal place of business in Washington or reaching specified sales thresholds. Noncompliance could result in civil penalties of up to $10,000 per day.

Colorado is set to follow suit with its own version of the Uniform Act, expected to take effect as early as August 6. Like Washington, Colorado will require parallel filings with the state’s attorney general if the transacting entity has strong local ties or meets defined revenue thresholds. The penalty for failure to comply mirrors Washington’s—$10,000 per day—emphasizing the seriousness with which states are beginning to oversee mergers more closely at the local level.

Several other states—including California, Hawaii, Nevada, Utah, West Virginia, and the District of Columbia—have introduced similar legislation. New York is also considering a broader bill that would apply to any HSR-reportable transaction involving entities conducting business in the state. Beyond these general measures, 34 states plus D.C. already impose premerger notification rules for healthcare-related transactions, and California mandates filings for certain mergers involving grocery and drug stores. This growing patchwork of state-level rules reflects an expanding role for states in merger oversight alongside federal enforcement…

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