Senate committee hears bill to notify Nevada attorney general of large mergers under federal HSR filings

Senators on the Nevada Senate Committee on Commerce and Labor on Thursday heard testimony on Senate Bill 218, the Uniform Antitrust Premerger Notification Act, a measure that would require businesses filing a federal Hart-Scott-Rodino (HSR) notification to also send the same filing to the Nevada attorney general when the transaction meets certain in-state criteria.

The bill’s sponsor, Senator James Orenshaw (Senate District 21), told the committee the Uniform Law Commission drafted the model act to give states the same advance notice the federal government receives. “States also have a role in trying to see if this is something that could harm our constituents,” Orenshaw said, describing a hypothetical merger of two gasoline retailers that could reduce competition and raise prices.

Nut graf: Backers say SB 218 addresses an informational asymmetry that currently leaves state attorneys general learning about potentially anticompetitive transactions months after federal authorities; the change would let Nevada review proposed mergers affecting the state as federal regulators do, while preserving existing confidentiality protections.

Dan Robbins, immediate past president of the Uniform Law Commission and a commissioner from California, told senators the federal Clayton Act gives states enforcement authority but not the filings HSR provides. He said the bill would require companies to send the same HSR materials to Nevada when (1) the company’s principal place of business is in Nevada or (2) the company has more than $25,000,000 in net sales in Nevada, and when the federal HSR threshold is met (the presenters cited the federal threshold as “more than $126,000,000”). Robbins said the statute preserves the HSR confidentiality protections and prohibits Nevada from charging a filing fee.

Caitlin Wolf, legislative programs director for the Uniform Law Commission, described the drafting process as multi‑stakeholder and said the American Bar Association antitrust section and the U.S. Chamber of Commerce have endorsed the uniform approach. The sponsors emphasized the bill does not force the attorney general to sue; it only provides notice and access to the same materials the Federal Trade Commission and the Antitrust Division receive.

Committee legal counsel Jeff Koulame confirmed Nevada already requires certain notifications for some health care mergers and that the bill contains a mechanism (in section 17, subsection 2, paragraph C, as discussed) to deem existing state notifications sufficient to satisfy the uniform‑act requirement for those covered transactions.

Industry representatives from the Nevada Resort Association said they worked with the sponsor on a proposed, stakeholder amendment intended to avoid duplicative filings for heavily regulated industries such as gaming, where the Gaming Control Board already reviews transactions and the attorney general has access to those records. Misty Grimmer of the Nevada Resort Association said the association appreciated the sponsor’s willingness to collaborate and emphasized the amendment was not intended to alter federal obligations.

No formal action or vote was taken in committee Thursday. Committee members asked staff and stakeholders to continue refining language — particularly the amendment language describing how existing state regulatory filings should be treated — and legal counsel said staff would continue to research whether specific regulatory regimes (for example, gaming) already provide de facto notice.

Ending: The committee closed the hearing on SB 218 after questions and invited additional stakeholder negotiations; the next bill was called up immediately after.

Speakers quoted above are drawn from testimony before the Senate Committee on Commerce and Labor.