The FTC’s Annual HSR Threshold and Filing Fee Increases for 2024
On January 22, 2024, the FTC announced revised Hart-Scott-Rodino Act reporting thresholds and a new tiered filing fee structure, reflecting annual adjustments tied to U.S. GNP and mandates under the Merger Filing Fee Modernization Act of 2022. Effective March 6, 2024, the changes increase the minimum reportable transaction size to $119.5 million and significantly raise filing fees, underscoring the need for companies to carefully evaluate premerger notification obligations and potential antitrust risk.
Hart-Scott 2023 Premerger Filing Fees Increase Substantially
The Federal Trade Commission has updated the Hart-Scott-Rodino Act, impacting premerger filing fees and thresholds. Larger transactions now incur higher fees, while smaller ones enjoy reductions. The minimum transaction size for filings is now $111.4 million, which lowers the number of deals requiring scrutiny. This year’s changes also introduce new fee tiers for deals over $1 billion and higher penalties for non-compliance. Companies considering mergers must navigate these updates carefully to avoid costly consequences.
A Large Merger, Acquisition or Joint Venture in Your Future? –Updated HSR Merger Notification Threshold Tests for Federal Antitrust Review Apply February 27, 2020
On January 31, the FTC issued its annual adjustments to the Hart-Scott-Rodino (HSR) Act reporting thresholds, modestly increasing the size-of-transaction and size-of-parties thresholds. The revised thresholds will take effect 30 days after publication in the Federal Register and remain in place until the next annual adjustment in early 2021. The changes also increase the maximum civil penalty for HSR violations to $43,280 per day, reinforcing the need for careful premerger compliance.
Contemplating a Sizable Merger, Acquisition or Joint Venture?–Updated HSR Merger Notification Threshold Tests for Federal Antitrust Review Apply in March 2019
Are you considering a merger, acquisition, or joint venture? Recent changes to the Hart-Scott-Rodino Act have increased reporting thresholds for federal antitrust review to $90 million, along with new filing fees. Understanding these updates is crucial for businesses in this landscape. Increased penalties for non-compliance highlight the need for HSR counsel. Stay informed to keep your transactions compliant and strategic.