Clifford Chance

U.S. Federal Trade Commission Announces Annual Revisions to the Thresholds of the HSR Act and Prohibition Against Interlocking Directors

20 January 2017

Pursuant to the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended, parties to an acquisition or merger meeting certain annually adjusted thresholds must make a pre-closing notification to the U.S. antitrust authorities and abide by a mandatory waiting period, barring the applicability of one of numerous exemptions. These adjusted thresholds also determine the HSR filing fee that the parties must pay. On January 19, 2017, the U.S. Federal Trade Commission announced this year's revised thresholds for the HSR Act. The new thresholds will apply to any transaction that closes on or after a currently unspecified date, which we expect to likely be mid-February 2017. As is traditional practice, the announcement also included the annual revision to the thresholds applicable to Section 8 of the Clayton Act, which prohibits interlocking directors.

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