HSR Filing Threshold Increases Announced; Tops $90MM for the First Time

February 15, 2019

The U.S. Federal Trade Commission (“FTC”) announced on February 15, 2019 that the dollar-based thresholds applicable to the Hart-Scott-Rodino (“HSR”) premerger notification program will be raised about 6.6 percent from the 2018 levels. As a result, the HSR minimum size-of-transaction threshold will be raised to US$90.0 million from US$84.4 million. Transactions valued above the old threshold of US$84.4 million but below the new US$90.0 million threshold will no longer require an HSR filing. The dollar thresholds that determine the applicable filing fee will also be revised accordingly. 

The HSR changes will become effective 30 days after publication of the new thresholds in the Federal Register. The new HSR thresholds will apply to transactions that close on or after that date. In previous years, the revised HSR thresholds have generally become effective in late February but, due to the government shutdown, the 2019 thresholds will not go into effect until mid- to late-March.

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