HSR SIZE-OF-TRANSACTION THRESHOLD TO INCREASE TO $133.9
MILLION
On January 14, 2026, the Federal Trade Commission (FTC)
announced revised thresholds for merger notifications under the
Hart-Scott-Rodino (HSR) Act. The new thresholds and fee schedule
will be effective February 17, 2026, which is 30 days after the
January 16, 2026, publication in the Federal Register. The
lowest size-of-transaction filing threshold (also known as the $50
million threshold) will increase from the current $126.4 million to
$133.9 million. Parties to transactions that close on or after the
effective date are subject to the revised thresholds.
The $10 million and $100 million size-of-person thresholds will
increase to $26.8 million and $267.8 million, respectively. The
size-of-person test applies to transactions valued at less than
$200 million (as adjusted, $535.5 million) and is based on the
total assets and annual net sales of the ultimate parent entities
(UPE) of the acquiring and
