The Federal Trade Commission (“FTC”) announced revisions to the Hart-Scott-Rodino (“HSR”) Act filing thresholds on January 15, 2015. The HSR Act requires annual adjustment of the thresholds based on the change in the U.S. gross national product. All thresholds will increase from the prior year.
Under the new thresholds, and subject to certain exemptions, HSR forms must be filed when, as a result of an acquisition, the buyer will hold assets, voting securities, and/or non-corporate interests valued in excess of $76.3 million and the transaction involves parties with annual net sales or total assets valued at $15.3 million or more and $152.5 million or more, respectively. If the value of the assets, voting securities, and/or non-corporate interests to be held after the acquisition will exceed $305.1 million, then — again, subject to certain exemptions — HSR forms must be submitted regardless of the size of the parties. The revised thresholds will apply to all transactions that close on or after February 20, 2015, the effective date of the notice.
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