FTC issued 2025 update to transaction thresholds for premerger notification filings.
Approved a revised jurisdictional and a revised filing fee schedule for the Hart-Scott-Rodino (HSR) antitrust improvements act of 1976 (16 CFR 801) (16 CFR 803).
Revised Thresholds
FTC must revise jurisdictional thresholds annually, based on gross national product.
The FTC is also required to revise the related HSR filing fee schedule annually based on changes in the gross national product and in the consumer price index.
For 2025, size-of-transaction threshold for reporting proposed mergers, acquisitions under Sec. 7A of Clayton Act (15 USC 18a) will adjust from $119.5mn to $126.4mn.
Effectiveness
Revised jurisdictional thresholds and filing fee schedule will apply to all transactions that close on, after effective date of notice, 30 days after federal register publication.
Jan. 2025 FTC Fed Reg
On Jan. 22, 2025, FTC published transaction threshold and HSR fee in federal register.
Revised jurisdictional threshold and filing fee schedule effective as of Feb. 21, 2025.