Federal Trade Commission Announces U.S. Merger Notification And Interlocking Directorates Thresholds For 2014

As published on January 23, 2014 in the Federal Register, the U.S. Federal Trade Commission has issued the required annual revisions to the Hart-Scott-Rodino ("HSR") Act thresholds that are used to determine when a transaction triggers premerger reporting requirements. The new HSR Act thresholds will take effect on February 24, 2014. The Commission also issued revised jurisdictional thresholds that trigger the prohibition on interlocking directorates under Section 8 of the Clayton Act, which take effect today. The FTC adjusts all such thresholds based on the change in the gross national product from year to year.

Adjusted HSR jurisdictional thresholds

Size-of-Transaction threshold. An HSR filing may be required if the acquirer will hold, as a result of the transaction, voting securities, non-corporate interests and assets of the acquired person valued in excess of $75.9 million. If the Size-of-Transaction is between $75.9 million and $303.4 million, the transaction