FTC announces increase in HSR filing thresholds and increase to HSR premerger filing fees

Allen & Overy LLP

The Federal Trade Commission (FTC) has announced increases to the notification thresholds and premerger filing fees under the Hart-Scott-Rodino (HSR) Antitrust Improvements Act, which requires premerger notification of certain transactions to the FTC and the Antitrust Division of the U.S. Department of Justice.

The FTC revises the jurisdictional and filing fee thresholds annually based on the change in gross national product. The FTC also revises filing fees annually based on changes to the consumer price index under Division GG of the 2023 Consolidated Appropriations Act.

The revised thresholds and updated premerger filing fees will come into effect 30 days after notice of the adjusted thresholds is published in the Federal Register (Effective Date), an action which is expected imminently. The revised thresholds apply to transactions that close on or after the Effective Date while the HSR filing fees apply to transactions that file HSR premerger notification on or after the Effective Date.

Size-of-transaction threshold:

Original statutory threshold

Current threshold

Revised threshold

USD50m

USD111.4m

USD119.5m

Size-of-person thresholds:

Original statutory threshold

Current threshold

Revised threshold

USD10m

USD22.3m

USD23.9m

USD100m

USD222.7m

USD239.0m

Size-of-transaction threshold at which size-of-person test is not applicable:

Original statutory threshold

Current threshold

Revised threshold

USD200m

USD445.5m

USD478.0m

Updated HSR filing fee thresholds and HSR premerger filing fees:

Filing fee

Transaction value

USD30,000

Greater than USD119.5m but less than USD173.3m

USD105,000

USD173.3m or greater but less than USD536.5m

USD260,000

USD536.5m or greater but less than USD1,073.0m

USD415,000

USD1,073.0m or greater but less than USD2,146.0m

USD830,000

USD2,146.0m or greater but less than USD5,365.0m

USD2.335m

USD5,365.0m or greater

DISCLAIMER: Because of the generality of this update, the information provided herein may not be applicable in all situations and should not be acted upon without specific legal advice based on particular situations.

© Allen & Overy LLP | Attorney Advertising

Written by:

Allen & Overy LLP
Contact
more
less

Allen & Overy LLP on:

Reporters on Deadline

"My best business intelligence, in one easy email…"

Your first step to building a free, personalized, morning email brief covering pertinent authors and topics on JD Supra:
*By using the service, you signify your acceptance of JD Supra's Privacy Policy.
Custom Email Digest
- hide
- hide