News & Analysis as of

Size of Transaction Test

Whiteford

Amid the FTC’s Normal Annual HSR Act Updating, Federal Court Throws Out Biden Administration’s Enhanced HSR Reporting Reforms

Whiteford on

The Federal Trade Commission, the agency that administers the Hart-Scott-Rodino Antitrust Improvements Act of 1976 (“HSR Act”), has announced the annual adjustments to its coverage thresholds, filing fees and other...more

Haynes Boone

Updated HSR Thresholds Take Effect With Status of HSR Form in Limbo

Haynes Boone on

On Jan. 14, 2026, the Federal Trade Commission (FTC) announced its annual adjustments to the premerger filing thresholds and fees under the Hart-Scott-Rodino Antitrust Improvements Act of 1976 (HSR Act). The updated...more

Tarter Krinsky & Drogin LLP

FTC Announces New HSR Merger Notification Thresholds and Filing Fees for 2026

Effective February 17, 2026, the FTC’s annual adjustments under the HSR Act will increase the initial HSR merger notification threshold to $133.9 million from $126.4 million, and raise maximum filing fees to $2.46 million,...more

Polsinelli

As States Expand Notice Requirements, Updated HSR Thresholds Remain Paramount

Polsinelli on

Key Takeaways - The FTC’s updated Hart Scott Rodino (HSR) thresholds take effect for transactions closing on or after Feb. 17, 2026. The size-of-transaction threshold increases to $133.9 million, with corresponding...more

Amundsen Davis LLC

HSR Act Changes Effective February 17, 2026: What Dealmakers Need to Know

Amundsen Davis LLC on

Companies planning mergers, acquisitions, or other significant transactions in 2026 should be mindful of upcoming changes to the Hart-Scott-Rodino Antitrust Improvements Act of 1976 (the “HSR Act”), which will take effect on...more

Dorsey & Whitney LLP

Increase in HSR Reportability Thresholds and Filing Fees and Other HSR Developments

Dorsey & Whitney LLP on

In January 2026, the Federal Trade Commission (FTC) announced updates to jurisdictional and fee thresholds for premerger notification filings. The new thresholds and fee schedule, published at 91 FR 2133, will become...more

Lowenstein Sandler LLP

Federal Trade Commission Announces 2026 HSR Thresholds and Filing Fees

Lowenstein Sandler LLP on

The Federal Trade Commission has announced new, higher Hart-Scott-Rodino (HSR) Act premerger notification thresholds and higher HSR filing fees, which will take effect on February 17, 2026. The new minimum size-of-transaction...more

Hughes Hubbard & Reed LLP

FTCが新たなHSRファイリング基準値を公表

1月16日、連邦取引委員会(FTC)は、Hart‑Scott‑Rodino(HSR)法に基づく届出義務の有無を判断するための基準値に関して、2026年の改定値を公表した。今回の新たな基準値は 2月16日以降にクロージングする取引に適用される。新たな基準値の発効後、HSRファイリングが必要となる取引規模(size‑of‑transaction)の基準は、前年の1億2,640万ドルから1億3,390万ドルへ引き上げられる。...more

Holland & Knight LLP

Revised Hart-Scott-Rodino Thresholds and Filing Fees Take Effect February 17, 2026

Holland & Knight LLP on

The Federal Trade Commission (FTC) announced this year's revisions to the thresholds and filing fees under the Hart-Scott-Rodino Antitrust Improvements Act of 1976 (HSR), applying to all transactions closing on or after...more

McCarter & English, LLP

2026 Updates to US Merger Filing Thresholds, Filing Fees, and Interlocking Directorate Exemptions

On January 14, 2026, the Federal Trade Commission (FTC) announced increased reporting thresholds for transactions. Annually, the FTC reviews and adjusts the premerger notification thresholds for reporting acquisitions of...more

WilmerHale

2026 HSR Threshold

WilmerHale on

On January 14, 2026, the Federal Trade Commission (FTC) announced revised thresholds for merger notifications under the Hart-Scott-Rodino (HSR) Act. The new thresholds and fee schedule will be effective February 17, 2026,...more

Hughes Hubbard & Reed LLP

FTC Announces New HSR Thresholds

On Jan. 16, the adjusted Hart-Scott-Rodino (HSR) Act reportability thresholds for 2026 were published in the Federal Register. The thresholds will go into effect on Feb. 16 and will apply to any transaction closing on or...more

A&O Shearman

2026 Increases To HSR Notification Thresholds, Filing Fees, And Interlocking Directorate Thresholds

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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...more

Proskauer Rose LLP

FTC Announces 2026 Thresholds Under HSR Act and Clayton Act

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The Federal Trade Commission has announced revisions to HSR Act and Clayton Act Section 8 thresholds, which are indexed annually in alignment with prior year economic activity. As is our yearly practice, this alert identifies...more

Akin Gump Strauss Hauer & Feld LLP

FTC Updates HSR Filing Fees and Revises Thresholds for 2026; Minimum Size for Reportable Transactions Increases to $133.9 Million

The HSR Act requires all parties to transactions that meet a certain transaction size and other tests to file premerger notification forms for mergers and other transactions with both the FTC and the Department of Justice...more

Baker Botts L.L.P.

FTC Revises Merger Filing Fees and Jurisdictional Thresholds for HSR Act and Corporate Interlocks - January 2026

Baker Botts L.L.P. on

On January 14, 2026, the Federal Trade Commission announced revised jurisdictional thresholds and a revised filing fee schedule under the Hart-Scott-Rodino Antitrust Improvements Act of 1976 (“HSR Act”)....more

Seyfarth Shaw LLP

FTC Announces Hart-Scott-Rodino Act Thresholds and Filing Fees for 2026

Seyfarth Shaw LLP on

On January 14, 2026, the Federal Trade Commission (FTC) announced that the 2026 threshold for applying the size-of-parties test of the Hart-Scott-Rodino (HSR) Act will increase from $126.4 million to $133.9 million. Deals...more

Eversheds Sutherland (US) LLP

FTC Announces Revised HSR Notification Thresholds And HSR Filing Fees For 2026

On January 14, 2026, the Federal Trade Commission (FTC) published the 2026 jurisdictional thresholds and filing fees for filings under the Hart-Scott-Rodino Antitrust Improvements Act (HSR Act). This includes an increase in...more

Stinson LLP

FTC Publishes Revised Hart-Scott-Rodino Notification Thresholds for 2026

Stinson LLP on

On January 14, 2026, the Federal Trade Commission (FTC) announced the Revised Jurisdictional Thresholds for Section 7A of the Clayton Act to the Hart-Scott-Rodino Antitrust Improvements Act of 1976 (HSR Act)....more

Morrison & Foerster LLP

FTC Announces Updated HSR Filing Thresholds for 2026

On January 14, 2026, the Federal Trade Commission (“FTC”) published new, higher notification thresholds under the Hart-Scott-Rodino Antitrust Improvements Act of 1976 (the “HSR Act”). The HSR Act requires the FTC to adjust...more

Kelley Drye & Warren LLP

FTC Revises Hart-Scott-Rodino Thresholds for 2026

On January 14, 2026, the Federal Trade Commission announced revised notification thresholds pursuant to the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended....more

Miles & Stockbridge P.C.

FTC Announces Increased HSR Thresholds for 2026

The Federal Trade Commission (FTC) announced Jan. 14 annual revisions to the applicable thresholds under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended (the HSR Act). These updates will apply to all...more

BCLP

FTC Announces 2026 HSR Act Thresholds and Filing Fee Schedule

BCLP on

The Federal Trade Commission announced the annual revised thresholds for merger notifications under the Hart Scott-Rodino Antitrust Improvements Act of 1976, as amended (“HSR Act”). The thresholds are revised annually based...more

Brownstein Hyatt Farber Schreck

The FTC Announces Increased HSR Thresholds for 2026

On Jan. 14, 2025, the Federal Trade Commission announced the 2026 adjusted thresholds under the Hart-Scott-Rodino Antitrust Improvements Act of 1976 (“HSR Act”). The HSR Act notification requirements apply to transactions...more

Fenwick & West LLP

FTC Publishes Upward Adjustments of HSR and Related Thresholds for 2026

Fenwick & West LLP on

On January 14, 2026, the Federal Trade Commission announced the 2026 annual statutory adjustments to the Hart-Scott-Rodino Act (HSR) thresholds. These thresholds govern which transactions are subject to the HSR Act’s...more

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