On January 22, 2024, the Federal Trade Commission (FTC) announced increases to the
jurisdictional thresholds for premerger notification under the
Hart-Scott-Rodino Antitrust Improvements Act (HSR Act). The FTC
adjusts the thresholds annually, consistent with changes to gross
national product. The announced changes will become effective for
filings made or transactions closing 30 days after publication of
the revised thresholds in the Federal Register.
Pursuant to the revised thresholds, transactions valued in
excess of $119.5 million (up from $111.4 million) are reportable
under the HSR Act, absent exemption, if the "size of
persons" test is met. In most transactions, the
size-of-persons test is met if one "person" in a
transaction has total assets or annual sales of $239 million or
more (up from $222.7 million) and another "person" in the
transaction has total assets or annual sales of $23.9 million or
more (up from $22.3 million). A "person" includes an
acquired
