Threshhold Requirements

News & Analysis as of

Antitrust Enforcement Agencies Release Annual Report Summarizing 2014 Merger Enforcement Activity Under Hart-Scott-Rodino

The Hart-Scott-Rodino Antitrust Improvements Act (HSR) requires parties to a proposed acquisition of voting securities or assets meeting certain size threshold requirements to report the transaction to the Federal Trade...more

Alert: HSR "Investment-Only" Exemption: Lessons from Third Point's Yahoo! Investment

While acquisitions of up to 10% of the voting interest in a target that are made "solely for the purpose of investment" are in many circumstances exempt from Hart-Scott-Rodino (HSR) reporting requirements, even when the value...more

"SEC Finalizes Registration Rules for Security-Based Swap Entities"

On August 5, 2015, the Securities and Exchange Commission (SEC) adopted final registration rules for security-based (SB) swap dealers and major SB swap participants (collectively SBS Entities). Concurrently, the SEC also...more

Trade Union Bill Published

On 15 July 2015, the Government published a draft Trade Union Bill which sets out changes to tighten the law on industrial action. What is the current position? There is no general right to take industrial action...more

Lost Wills: What To Do When The Original Can’t Be Found

Virginia law requires that an original will be probated (as opposed to a copy). Occasionally, this poses a problem as no one can locate the original will. In those instances, Virginia law provides that a proponent of a...more

New Maine Budget Would Make Numerous Tax Changes

Hoping to avoid a potential government shutdown, this week the Legislature passed a biennial budget that once again makes significant tax changes, but stops well short of the major tax reform desired by many legislators. The...more

Financial Regulatory Developments Focus - June 2015 #3

In This Issue: - US Financial Stability Oversight Council Releases Guidance Regarding Calculations of Stage 1 Threshold - US Federal Agencies Issue Final Standards for Assessing Diversity Policies and Practices of...more

D.C. Circuit Rules that Secretary Must More Adequately Explain Outlier Rulemaking

The D.C. Circuit Court of Appeals recently issued a partially favorable ruling for hospitals seeking additional outlier payments under the Medicare program. In District Hospital Partners v. Burwell, a three-judge panel held...more

Hart-Scott-Rodino Antitrust Improvements Act: New Thresholds for 2015

The new thresholds under Section 7A of the Clayton Act, the Hart-Scott-Rodino (HSR) Antitrust Improvements Act, recently went into effect. The Clayton Act requires that the Federal Trade Commission (FTC) revise the thresholds...more

The New Hart-Scott-Rodino Magic Number is $76.3 Million

The Hart-Scott-Rodino Act ("HSR") requires that transactions over a certain value be reported to the Federal Trade Commission (FTC) and U.S. Department of Justice Antitrust Division at least 30 days prior to closing. That...more

Financial Regulatory Developments Focus - February 2015

In this issue: - US Federal Deposit Insurance Corporation Issues Proposal Revising Provisions of Securitization Safe Harbor Rule - US Federal Deposit Insurance Corporation Issues Proposal Amending Regulations...more

Merger Notification and Foreign Investment Review Thresholds Revised Upward for 2015

On February 2, 2015, the Competition Bureau announced an increase in the notifiable transaction-size threshold to C$86-million, a modest increase from the 2014 C$82-million threshold. The pre-merger notification...more

Industry Canada and the Competition Bureau Announce New Review Thresholds for 2015

On February 2, 2015, the Competition Bureau announced the 2015 “size of transaction” pre-merger notification threshold under the Competition Act would increase to $86 million; the 2014 threshold was $82 million. Acquisitions...more

Hart-Scott-Rodino Thresholds to Increase

Beginning February 20, 2015, transactions valued at more than $76.3 million may require a Premerger Notification and Report under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended (“the HSR Act”). This...more

HSR Thresholds Will Increase Slightly for Transactions in 2015

On February 20, 2015, revised thresholds for the Hart-Scott-Rodino Act (“HSR”) will take effect. The thresholds determine whether parties involved in proposed mergers, consolidations, or other acquisitions of voting...more

End-Users Are Dodd-Frank Collateral Damage According To CFTC Commissioner

CFTC Commissioner J. Christopher Giancarlo recently delivered remarks where he stated “Unfortunately, caught up in some of the collateral damage surrounding the Dodd-Frank reforms were the traditional commodity and energy...more

FTC Announces New, Elevated Hart-Scott-Rodino Premerger Notification Reporting Thresholds

The Hart-Scott-Rodino Act, 15 U.S.C. 18a (the "HSR Act"), requires parties that are contemplating a merger or the acquisition of assets, voting securities and other non-corporate interests above certain dollar thresholds to...more

HSR Act Thresholds to Rise on February 20

On January 21, the Federal Trade Commission published new notification and filing fee thresholds under the Hart-Scott-Rodino Antitrust Improvements Act of 1976 (HSR Act). The revised thresholds will apply to all mergers and...more

"Antitrust and Competition: Surveying Global M&A Enforcement Trends"

US: Continuation of Aggressive Review and Enforcement - In 2014, the U.S. Department of Justice’s Antitrust Division (DOJ) and the Federal Trade Commission (FTC) further embraced their aggressive approach to merger...more

New HSR Reporting Thresholds Announced for 2015

The Hart-Scott-Rodino Antitrust Improvements Act of 1976 (HSR) requires parties to transactions meeting certain size thresholds to make notification filings with the Federal Trade Commission and the Antitrust Division of the...more

2015 Hart-Scott-Rodino Requirements

What you need to know: HSR filing thresholds will be adjusted upward effective February 20, 2015. What you need to do: Parties involved in a merger or acquisition should analyze whether it will exceed the new...more

Corporate and Financial Weekly Digest - Volume X, Issue 3

In this issue: - SEC Chair Directs Staff to Review Commission Rule Excluding Conflicting Proxy Proposals - SEC Comments on FINRA's Proposed Rule Amendment to Increase Pricing Disclosure - CFTC Grants...more

FTC Announces Annual Adjustments to HSR Premerger Notification and Clayton Act Interlocking Directorate Thresholds

The Federal Trade Commission (FTC) announced on January 15, 2015, that the Hart-Scott-Rodino Antitrust Improvements Act of 1976 (HSR Act) thresholds will be increased. The FTC also announced that it has revised the thresholds...more

FTC Announces Revised Thresholds for Interlocking Directorates

The Federal Trade Commission has announced revised thresholds for interlocking directorates required under Section 8 of the Clayton Act (15 U.S.C. § 19(a)(5)). The revised thresholds took effect January 21, 2015....more

New HSR Thresholds for 2015

The Federal Trade Commission (FTC) has announced the annual revisions to the Hart-Scott-Rodino Antitrust Improvements Act (HSR Act) thresholds, which will become effective on February 20, 2015. The revised thresholds will...more

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