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FTC announces increased HSR thresholds – size-of-transaction threshold to be USD90.0 million

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Elaine Johnston

Partner, Co-Head Antitrust

New York

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Puja Patel

Associate

New York

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28 February 2019

​The Federal Trade Commission (FTC) has announced increases to the notification thresholds under the Hart-Scott-Rodino (HSR) Antitrust Improvements Act, which requires pre-merger notification of certain transactions to the FTC and the Antitrust Division of the U.S. Department of Justice. The FTC is required to revise the thresholds annually based on the change in gross national product.

The revised thresholds will apply to all transactions that close on or after the effective date, which is expected to be in mid-March (30 days after notice of the increased thresholds is published in the Federal Register).

Size of transaction threshold
Original statutory threshold​ ​Current threshold ​Revised threshold
USD50m​ ​USD84.4m ​USD90.0m

 

Size-of-person thresholds:
Original statutory threshold​ ​Current threshold ​Revised threshold
USD10m​ ​USD16.9m ​USD18.0m
USD100m​ ​USD168.8m ​USD180.0m

 

Size-of-transaction threshold at which size-of-person test is not applicable:
Original statutory threshold​ ​Current threshold ​Revised threshold
USD200m​ ​USD337.6m ​USD359.9m

 

New filing fee thresholds:
The filing fee thresholds have increased as well, although the filing fees have not changed.
Filing Fee Transaction value
USD45,000 Greater than USD90.0m but less than USD180.0m
USD125,000 USD180.0m or greater but less than USD899.8m
USD45,000 USD899.8m or greater