DOJ Revives ‘Quick Looks’ and Issues First Model Timing Agreement Introducing ‘Expedited Consideration’ for Merger Reviews

In July 2026, the Department of Justice Antitrust Division (the Division) released a revised model timing agreement governing compliance with Second Request investigations of proposed mergers and acquisitions. But unlike its prior iterations, the new model agreement, for the first time, standardizes the updated “quick look” process that could displace a full Second Request compliance. Now, parties anticipating a potential Second Request can work with antitrust counsel even before submitting their premerger notifications to identify opportunities to save time, avoid the unnecessary disclosure of confidential business information, and reduce costs, with increased timing certainty on their transactions.

Second Requests and the Division’s Historical Use of ‘Quick Looks’

By way of background, the HSR Act requires parties to mergers or acquisitions above certain numerical thresholds to notify the FTC and the Division prior to completing the transaction. If the FTC or the Division determines the transaction raises potential competitive concerns, the staff can issue a Second Request requiring the parties to submit additional information and documents. Historically, the Division utilized targeted Second Request investigations—so-called “quick looks”—to conserve investigative resources. It would enter into agreements with the parties to the transaction, prioritizing the submission of certain information and documents that could alleviate the Division’s antitrust concerns without a full Second Request investigation.

 “Quick looks”, however, have always been a highly discretionary tool. Perhaps unsurprisingly, they fell out of favor under the Biden administration, consistent with its increased scrutiny of antitrust concerns across the board. But the current Associate Attorney General, Stanley E. Woodward, Jr., lauded the new model agreement, stating the “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.”

Expedited Consideration: The New Model Timing Agreement Process

The new model agreement, announced on July 23, 2026, memorializes “quick looks” as an “Expedited Consideration” process. This process contemplates that the parties to the transaction and the Division will jointly agree on document collection methodology, custodians, and deadlines for a so-called “Priority Production.” The formal standardization of these and other parameters by the Division means that merging parties can now develop Priority Production parameters to propose to the Division even prior to submitting their premerger HSR notifications. And they can begin collecting materials responsive to an anticipated Second Request far earlier in the merger clearance negotiation process.

The model agreement further guarantees—for the first time—a meeting with the Division’s Front Office, within 21 days after the Priority Production deadline, allowing the parties to advocate for the transaction and address remaining antitrust concerns in real time. Moreover, 14 days after that meeting, the Division now must notify the parties whether it will close the investigation or provide early termination, modify the Second Request, or proceed with full compliance on the Second Request. At a minimum, this consistent timeline will enable parties to account for and minimize any transaction delays that could result from a potential Second Request in the deal terms themselves.

Key Trade-offs and Considerations for Merging Parties

Though on the whole the new model agreement heralds a return to the business-friendly policies of the first Trump administration, it also introduces trade-offs with the Division that did not previously exist. In “quick looks” before the Biden administration, parties could statutorily close their transaction after 30 days of substantial compliance if they concluded that “quick looks” discussions could not productively resolve key competitive issues. If the merging parties worked out a separate timing agreement, the waiting period often extended to 45 to 90 days. In either scenario, however, the merging parties were able to “force the clock” on the staff to make its decision quickly. In certain transactions, this provided merging parties with key leverage over the staff, who could agree to further narrow the parameters of inquiry, modify merger remedies in the merging parties’ favor, or even allow the waiting period to expire to permit the closing of the transaction.

In contrast, the new process now (1) requires parties to provide a mandatory 60-day waiting period after substantial compliance, (2) (if the Division challenges the transaction) prohibits the parties from closing the transaction until 10 days after the entry of decision by the court (therefore, obviating the need for the Division to seek a temporary restraining order or a preliminary injunction until the court completes its process), and (3) also bars the parties from seeking interim relief (i.e., declaratory judgments) from courts. This could produce, in some cases, incentives for the staff to steer additional transactions into the Expedited Consideration process—knowing that the new process will guarantee the Division additional time and protections that did not previously exist to build its case against merging parties. It also underscores the importance of reaching agreement on the parameters of inquiry and the scope of remedies with the staff before entering the Expedited Consideration process.

Notwithstanding some important trade-offs, the new agreement and the Expedited Consideration process offer clear benefits over the previous, informal process. It provides a framework that merging parties to a transaction can use to propose quick-look parameters to the Division prior to receiving a Second Request, allowing them to frontload the extensive work associated with antitrust review. The added timing certainty should also translate to additional cost savings. That said, the Division retains the discretion to terminate, modify, or continue its Second Request investigation after the “quick look.” Therefore, merging parties anticipating a Second Request should work closely with counsel to weigh the benefits and costs of pursuing Expedited Consideration versus full compliance with the full Second Request.

Ultimately, any proposal for Expedited Consideration, and the decision to pursue it, must be evaluated on a case-by-case basis, with careful analysis of the transaction at hand. Ballard Spahr’s Antitrust and Competition Group has the experience and knowledge to guide parties considering a merger or acquisition on all aspects of HSR strategy, including merger review strategy, “quick look” and Second Request negotiations, and antitrust merger clearance. For more information, please contact a member of the Group.

Copyright © 2026 by Ballard Spahr LLP.
www.ballardspahr.com
(No claim to original U.S. government material.)

All rights reserved. No part of this publication may be reproduced, stored in a retrieval system, or transmitted in any form or by any means, including electronic, mechanical, photocopying, recording, or otherwise, without prior written permission of the author and publisher.

This alert is a periodic publication of Ballard Spahr LLP and is intended to notify recipients of new developments in the law. It should not be construed as legal advice or legal opinion on any specific facts or circumstances. The contents are intended for general informational purposes only, and you are urged to consult your own attorney concerning your situation and specific legal questions you have.