Annual Adjustments To Hart-Scott-Rodino And Interlocking Directorates Thresholds

The annually adjusted thresholds under the Hart-Scott-Rodino Antitrust Improvements Act of 1976 (15 U.S.C. § 18a) (HSR) and Section 8 of the Clayton Act (15 U.S.C. § 19) were published in the Federal Register on January 26, 2016. For HSR purposes, the revised thresholds will apply for transactions that close on or after February 25, 2016. For Section 8 purposes, the revised thresholds are effective January 26, 2016.

SIZE-OF-THE-TRANSACTION TEST (ORIGINAL: $50 MILLION; NEW AS OF FEBRUARY 25, 2016: $78.2 MILLION)

The 2000 HSR amendments raised the size-of-the-transaction test to $50 million. This figure is currently $76.3 million based upon the 2015 annual adjustment. On February 25, 2016, it will increase to $78.2 million. Accordingly, for transactions that close on or after February 25, 2016, no HSR filing will be required unless the acquisition will result in the acquiring person holding an aggregate total amount of voting securities, non-corporate interests,