Client Alerts

FTC Announces New Thresholds for the Hart-Scott-Rodino Antitrust Improvements Act of 1976

Client Alerts | February 4, 2015 | Securities and Corporate Finance | Hedge Funds

The Federal Trade Commission (the “FTC”) is required to annually revise the jurisdictional thresholds for notifications of certain mergers and acquisitions under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended (the “HSR Act”), based on the change in gross national product for the preceding fiscal year.  For 2015, the initial notification threshold will be $76.3 million (increased from $75.9 million in 2014).  The full set of revised notification thresholds for 2015 are as follows:

Original Threshold

2014 Adjusted Threshold

New 2015 Adjusted Threshold

In excess of $50 million

In excess of $75.9 million

In excess of $76.3 million

$100 million

$151.7 million

$152.5 million

$500 million

$758.6 million

$762.7 million

25% of total outstanding shares worth more than $1 billion

25% of total outstanding shares worth more than $1,517.1 million

25% of total outstanding shares worth more than $1,525.3 million

50% of total outstanding shares worth more than $50 million

50% of total outstanding shares worth more than $75.9 million

50% of total outstanding shares worth more than $76.3 million

These revised thresholds apply to any transaction meeting the other applicable thresholds under the HSR Act that will be consummated on or after the February 20, 2015 effective date.  Note that the filing fees are not adjusted annually, and have not been adjusted for 2015.