Skip to main content

Clifford Chance

Clifford Chance


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

18 February 2019

On February 15, 2019, the U.S. Federal Trade Commission announced the annual revisions to the jurisdictional thresholds of the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended. Barring an exemption, parties to a transaction exceeding specified dollar thresholds must make pre-closing notifications to the U.S. antitrust authorities and abide by a mandatory waiting period. The revised thresholds also affect the relevant HSR filing fee parties must pay when notifying their transaction. The HSR Act's new thresholds are applicable to any transaction closing 30-days after the new thresholds are published in the Federal Registrar, meaning the thresholds are likely to take effect mid-March. Along with revisions to the HSR Act's thresholds, the FTC also announced an increase to the jurisdictional thresholds of Section 8 of the Clayton Act, which places restrictions on interlocking directors between corporations with capital, surplus, or assets above a specified dollar value.

Download PDF