FTC Announces Revised HSR Thresholds for 2016

January 26, 2016
Firm Publication

The Federal Trade Commission has announced revised thresholds applicable to Hart-Scott-Rodino (HSR) notification requirements, which will be effective February 25, 2016. The revised thresholds are:

Size-of-Transaction Test: The threshold used in the size-of-transaction test will increase from $76.3 million to $78.2 million.

Size-of-Persons Test: The sales and assets thresholds used in the size-of-persons test will increase from $15.3 million to $15.6 million and from $152.5 million to $156.3 million, respectively. The threshold below which the size-of-persons test applies will increase from $305.1 million to $312.6 million.

Greater Notification Thresholds: These thresholds, which apply to acquisitions of voting securities made within five years after expiration or termination of the waiting period of a previous HSR filing for an acquisition of voting securities from the same issuer, were revised as follows:

 

Previous Threshold

 Revised Threshold

$152.5 million

$156.3 million

$762.7 million

$781.5 million

25% of voting securities if valued at greater than $1,525.3 million

25% of voting securities if valued at greater than $1,563 million

50% of voting securities if valued at greater than $76.3 million

50% of voting securities if valued at greater than $78.2 million

Filing Fees: Filing fee thresholds based upon the value of assets or voting securities being acquired will be revised as follows:

Value of Transaction

Filing Fee

$78.2 million to $156.3 million

(previously $76.3 million to $152.5 million)

$45,000

$156.3 million to $781.5 million

(previously $152.5 million to $762.7 million)

$125,000

$781.5 million or more

(previously $762.7 million or more)

$280,000