The FTC has increased the HSR filing thresholds for transactions that will close on or after a date in the last week of February, to be determined. The new 2024 thresholds are as follows:
Size-of-parties thresholds: $23.9M and $239.0M (up from $22.3M and $222.7M in 2023)
Smaller size-of-transaction threshold (which requires size-of-parties thresholds to be met in order to trigger the filing requirement): $119.5M (up from $111.4M in 2023)
Larger size-of-transaction threshold (which triggers a filing requirement regardless of the size-of-parties): $478M (up from $445.5M in 2023)
The HSR filing fee thresholds have also changed. Fees range from $30,000 for the smallest transactions (down from the prior fee of $45,000) up to $2.25 million for transactions valued at $5.365 billion or more (up from the previous high of $280,000), with fees escalating as deal size increases. The fee required for a particular transaction will be determined based on the below chart. Other HSR-related thresholds were adjusted by the FTC as well.