Omnicom and IPG reported Thursday that both companies received second requests for information related to their proposed M&A deal from the US Federal Trade Commission. A second request isn’t a request, it’s a demand for additional information. 

 The companies said that a second request is a “standard part of the regulatory process” that was issued per the “notification requirements of the Hart-Scott-Rodino (HSR) Antitrust Improvements Act of 1976, as amended.” 

It may be a standard part of the process, but second requests for information are issued in a relatively small number of M&A deals that receive Hart-Scott-Rodino scrutiny from the FTC or the Justice Department.  

According to the Annual Hart-Scott-Rodino Report for 2023, of the 1,735 investigations where a second request could have been issued just 37 such requests (about 2%) were issued by the FTC and Justice Department combined.  

The report notes that the FTC took enforcement actions against 16 deals during the period: “four in which the Commission initiated administrative or federal court litigation; ten in which the transaction was abandoned or restructured after the Commission raised concerns about the threat they posed to competition; and two in which it issued consent orders for public comment.” 

The Justice Department took enforcement actions against 12 deals: “two that were blocked through lawsuits in U.S. district court; ten in which the transaction was abandoned or restructured after the Antitrust Division raised concerns about the threat they posed to competition.” 

Omnicom and Interpublic said they have “been engaged with the FTC throughout the regulatory process and will continue to address its queries going forward.” 

The second request adds an additional minimum of 30 days to the investigation once all the requested information has been submitted. 

“Both parties continue to expect the transaction to close in the second half of 2025,” the companies said. 

The second request comes less than a week before shareholders are scheduled to vote on the transaction in special shareholders meetings March 18.  

It also follows a recent Wall Street Journal report indicating that Elon Musk, head of the recently formed Department of Government Efficiency (DOGE) may be putting pressure on the companies to spend more on his social media network X or he may try to quash the deal. 

Pictured above (l to R) are Omnicom CEO John Wren and IPG CEO Philippe Krakowsky.