Effective April 3, 2019, the jurisdictional thresholds for the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended (the “HSR Act”), will increase. Pursuant to statutory amendments made in 2000, the thresholds are annually adjusted based on changes in gross national product. One key effect of this year’s indexing is that transactions will only be reportable if the Size of Transaction exceeds $90 million. This is a small increase over last year’s $84.4 million threshold.
Key revised thresholds are as follows:
$50 million Size of Transaction Test
$200 million Size of Transaction Test
$10 million Size of Person Test
$100 million Size of Person Test
In addition, while the HSR filing fee amounts themselves have not changed, the thresholds upon which the filing fees are based have increased as follows:
Transactions valued at more than $50 million but less than $100 million
Transactions valued at more than $90 million but less than $180 million
Transactions valued at $100 million or more
but less than $500 million
Transactions valued at $180 million or more but less than $899.8 million
Transactions valued at $500 million or more
Transactions valued at $899.8 million or more
Determining the HSR value of a transaction (and, ultimately, whether a transaction is reportable), requires a nuanced analysis of multiple factors.