HSR Threshold Increases to New Record High of $68.2 Million, Results in a 3.3% Increase from 2011


The Federal Trade Commission ("FTC") recently announced that the dollar-based thresholds applicable to the Hart-Scott-Rodino ("HSR") premerger notification program will be raised 3.3 percent from the 2011 levels. As a result, the HSR minimum size of transaction threshold will be raised to $68.2 million from $66 million. Transactions valued between $66 million and $68.2 million will no longer require an HSR filing. The dollar thresholds that determine the applicable filing fee will be revised accordingly.

Simultaneously, the FTC also increased the dollar thresholds under Section 8 of the Clayton Act prohibiting any person from holding positions as an officer or director of competing corporations engaged in com-merce, if the corporations meet certain thresholds.

These changes will become effective on February 27, 2012. The new HSR thresholds will apply to transactions that close on or after that date.

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